The Big Crossover Syndrome
by komodithrax
Summary: Follows Agent L through a dangerous plan by Alpha to turn the entire MIB organization into slaves, destroy the Intergalactic Federation and take control of Earth. This leads all parties involved into a treacherous war in which among growing friendships and relationships something dark and ancient is released and it's escape will mean the death of everything.
1. Chapter 1

Hello everyone! I am vert excited for tonight I begin publishing a story that has been more than a year in the making. This Men In Black mass crossover fanfic has been a large collaborative piece coming from the brilliant minds of the talented and accomplished Dalliann, the adept and witty JeeDang2000 and myself Komodithrax. Please visit their deviantart pages to see their works.

Above the main story you may often notice a wordbank. It's use is for those who aren't yet familiar with the crossover universes, help keep track of characters and places and poke a bit of fun at the easter eggs within.

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 _Furon_ _\- A race of aliens from the game 'Destroy All Humans'. They resemble the traditional 'Grey' alien._

 _Crudia-_ _A planet created by JeeDang2000, inhabitted by the Crudians._

 _Zulian-_ _A race of aliens created by JeeDang2000. They are a reptilian, cold blooded species covered in thick scales. They have thin tall bodies, long necks and snake like heads._

 _Hoon'tak - A race of hostile aliens from Men In Black the Series. They were first featured in the episode 'The Hots for Jay Syndrome'. _

_Koo'lah-_ _Is a Hoon'tak commander in charge of the invasion fleet._

 _Dilithium-_ _Also known as Radan is an element from the Star Treck universe that is used to control the Warp Drive of modern starships._

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 **Zed's POV**

"Of all the agents ever trained under me, I've never had one that was as difficult as you!" Zed growled and paced the office, his hands twitched in agitation behind his back. He stopped and glared at X. "What do you have to say for yourself?"

With a straight face, X coldly answered. "With all due respect sir, my actions were done in an attempt to apprehend the Furon."

"You call holding another agent as bait an attempt!?" Zed snapped, then he plopped down wearily into his chair. His face was a deep crimson and he clasped his knuckles until they became white.

"I find my idea of holding C was a brilliant move and my part. Why chase down the Furon when we can lure him to us?"

Zed's eyes flashed. "Why!? Because the rules were established to protect our agents not risk their lives. And another thing, what were you thinking when you went off on your own?"

"Sir it was Elle who didn't follow."

"It doesn't matter what happened. What matters is that you broke nearly every rule in the book." Zed sighed heavily and ran a hand through his hair. "We have rules that would keep us from going off the end like you have demonstrated just recently." Gradually Zed recomposed himself. "You're dismissed X, until I figure out what to do with you."

X wanted to protest but found that Zed was too agitated to be bothered. So instead he nodded and left.

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For a while Zed sat in silence, trying to calm his nerves after the tension built. Glancing at his laptop, he wanted very much to contact Lin-Dunn and demand him to send a replacement agent. However, he knew that it was considered an insult to do that according to the Alien Rights Committee and the fact that he couldn't take another partner away from Elle.  
A knock came at the door and Elle herself entered carrying a tray with a tea pot, a cup and some painkillers.

"Yes?" Zed demanded. What could it be now?

"I want to apologize for X's behavior sir. I should have watched him more closely." Elle replied pouring him a cup of herbal tea.

Zed waved a hand. "Couldn't be helped. I can't control him myself."

Despite the fact that it was Zed who had assigned X to her in the first place, Elle couldn't help but feel sorry for him. Hopefully some tea would soften his attitude. It seemed there wasn't a single minute of the thirty-seven hour day in which he had to yell at X for every bonehead stunt he did. And it seemed that despite X's big ears, Zed's words went in through one ear and out the other. Now Elle was at a loss at what to say to Zed to explain her partner's irrational behavior.

"Did you make a full report like I asked?" Zed interrupted the awkward silence.  
Without a word, Elle handed him the file tucked under her arm. She watched as he onced it and was puzzled when he began suddenly laughing.  
"Well, well, looks like our X got the publicity he wanted." Zed snickered. He pulled out the photo of X dangling without his trousers from the Brooklyn Bridge from the file.

"Yep, that's what I call a real inside exposure." Elle laughed. Yep, this would take his ego down a few notches, Elle thought with a smile.

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 **X's POV**

They were all laughing at him. All of them, gossiping about his latest failure. If Agent Jay's latest low score on the V.B.E. wasn't enough to chew on, they had to bring him into it. Well, he'll show them.

X strode through the Commons Area, keeping his eyes down to avoid eye contact with those who were laughing at him. He made his way over to the buffet table. He glanced at the spread before him and grimace in distaste at what was left. All the good stuff was thoroughly picked over, leaving only the more exotic foods. He wouldn't even dream of touching much less eat that garbage.  
A male human agent slid next to him.

"Sorry X, you should have gotten here earlier today. They had your favorite, spaghetti in Italian sauce."

X frowned and turned to the large man. "Pity. Well, look in the garbage bin and you might find something to your taste." With that he picked up a Crudian squash and fruit juice, then started to turn and leave.  
Suddenly he felt himself being jerked back by the collar.

"Still a smart mouth aren't you?" X felt himself being lifted.

He tried to keep his balance and he glared at his opposition. "I'm warning you small eyes, back off."

"Small eyes? Ha! You're still wearing your human suit. Are you trying to hide your ugly face from your adoring public?" The human shook him and laughed.

That did it. X took the lunch tray and smashed it upon the human's face. A fight broke out between the two.

After several blows and bouts, the fight stopped when Kay and Jay pulled them apart.

"That's enough you two," Kay said. He had to pin one of X's arms to make him hold still.  
Then Zed came running in from around the corner with Elle.

Zed sighed and rolled his eyes. "I should have known." He took a step forward. "Okay, what happened?"

"He threw his food on me!" U said quickly. He grimaced at what the juice did to his suit. It would take at least three days of bleaching for it to come out of the shirt.

Zed turned to X. "Is this true?"

"Yes."

"Then you are to go to your quarters without your evening meal."

"But."

"Now!" Zed commanded with a surprisingly harsh tone. His eyes held a look of authority, which dared him to say another word.

Dejectedly, X just kept a straight side as he did as he was ordered.

Elle turned to Zed. "Zed, X may be rash but he wouldn't start a fight without being provoked. What did you do U?"

"I didn't do anything!" He defended. "I don't know why you even agreed to be his partner. You could do a lot better."

"That's enough U. Now tell me what really happened." Zed demanded.

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 **THE NEXT DAY, Laurel's POV**

As Elle waited to be inspected by Zed, she wondered where her partner was. As if he wasn't in enough trouble already. He just had to tick Zed off again. Zed had been hard on him lately, but X had it coming. It would be awhile before Zed would reinstate him with any privileges.  
Yet she wondered what had set X off like that yesterday. Agent U was a jerk, but X was could take just as much criticism as he dished out. X wouldn't want to pick fights with a 'primitive' species, but then again he was the hot-headed of the two.

"Elle, may I have a word with you?" Zed walked up to her as the other agents were dismissed. His brows furrowed in confusion. "Have you seen X? I've told him to report to my office this morning but he didn't show up. I sent an agent to search for him but without success."

Elle shook her head. "I haven't seen him either." She didn't like what she heard. Their 'loose cannon' was loose in MIB. "Have you tried tracking him?"

Zed nodded hastily as he answered, "We've tried to by com-link and by witnesses. None of which were useful. X didn't take the van so we're at a dead end there." Zed made his way to the twins with Elle in pursuit. "Inform all units that we are missing an agent. Tell them to interrogate anyone if needed. People we have a wild goose chase on our hands."

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 **Kay's POV**

Kay veered the LTD up in front of the Saucer Lounge. To the normal human eye it would have looked like an abandoned shack. In reality, it was a pub where many of New York's alien species hung out, as well as many of its scum.

Jay looked at his partner in puzzlement. "Checkin' on the latest gossip?"

Kay nodded and added, "On our Agent X. It's one of his favorite spots."  
He slipped his Carbonizer into his pocket. Usually he wouldn't need it when visiting a pub like this. But with fights breaking out inside most pubs recently, it felt good to have it by his side.

Jay knocked upon the door and a panel slid aside.

"Whose there?" a low voice called.

Kay peered at the hole. "Easy Sam, it's just us."

Instantly the panel closed and the door opened for them. Sam peered out cautiously. With his luminous black eyes and the fur on his body, he looked like a fisher, with a very similar curious nose and dangerous bite.  
"What can I do youse for?" Sam whispered.

Kay peered about him then bent down to the ferret-alien. "We're looking for a MIB agent, Agent X." He pulled out a crumpled photo.

Sam gazed intently at it for a while. His opaque eyelids flickered over the dark cesspools. With a paw, he scratched himself behind his ear. "Gee, Kay, he's certainly not anyone I saw, but that grin."

Without out a word, Kay pulled out a second photo, one which shown X without his human suit. Instantly, Sam eyes widen in terror. He swallowed shallowly and nodded. He answered in a hoarse whisper.  
"He walked into my kitchen, complaining about the food I cooked. He said that it was not spicy enough. Then he threatened me, asking that if I was trying to rip him off."

"Sounds like our boy all right." Jay said with a smirk.

Kay ignored the wisecrack and asked if Sam had seen where X had gone.

"Yeah, he tookse a taxi. I hope I never had to seez him again," The alien squeaked. A shiver rippled his fur.

Kay showed the photo with X in his suit. "Did you get the license and did he left wearing this."

Sam shook his mangy head. "I didn't get the number, and I never saw his suit at all."

Jay and Kay thanked him and left.

"Now what?" Jay said as he climbed into the LTD. "There's hundreds of taxis in New York. How are we going to find which one X took?"

"There's hundreds of taxis in New York," Kay started the ignition. "But only at least seventy-five driven by alien cabbies."

"And what makes you think X took one with an alien driver?"

"X wasn't wearing his suit, remember? Driver didn't get frightened. Which means X had the driver arranged to arrive there for him."

Jay sat back in frustration. He had hoped that this would end quickly. X always had to go off and do something foolish, and they sometimes had to be the ones to save his ass. And he never showed any gratitude as well. Their alien agent was more trouble than it was worth to have him.

Suddenly the car screeched to a halt. A dark shape in the alley disappeared into the shadows. Jay instantly wrapped his fingers around the cricket in his breast pocket. Whatever it was in there was huge.  
Kay didn't say anything, but took his Carbonizer and cocked it. He got out and Jay followed suit. Cautiously, they walked into a dark alley off the side of the road. Trash cans that lined the walls reeked of the garbage left out for three days. The vile smell stung Jay's nose and he did his best to hold his breath. He turned back at his partner, who had bent down to examine the ground.

"Kay, what is it," he whispered. His eyes darted at the dark corners of the alley.

"Not quite sure." His eyes widened as he looked around. "Careful Slick, we're up against something different"

Jay dared a glance at the patch of broken concrete. The concrete around the edges crumpled away. But smashed concrete always had chips in it. This one didn't. It was as it if the concrete was dissolved into sand. He gripped his cricket tighter and forced himself to breathe normally, or as normally as the garbage would permit him.

A loud clang echoed through the alley when the lid of a trash can fell to the ground. A rat hopped out and hissed at them. Then it scurried into a storm drain.  
Jay felt his shoulders loosened. He only let himself relax for a second. That second proved fatal. One second he was hunting for the perp, the next he felt himself being lifted. He heard Kay call for him. Then he felt himself being hurled away and colliding into something. The object let out a grunt and Jay knew he had been thrown into Kay. Pain seared through his body. As he fell, blackness mercifully claimed him.

 **X's POV**

X watched as Central Park pulled into view. Sunset was coming, and only a few joggers were left. He checked his watch. It was eight-fifteen. His transport was due in fifteen minutes. He paid his fare and walked over to the water fountain. Peering about his surroundings, he saw that he was in the clear. He reached into the fountain and grimaced in distaste as the feel of cold and wet water caused his human suit to tingle in discomfort.  
X wanted very much to tear off the hideous thing. He wanted to free himself of being trapped in such a puny appearance. He was tired of everyone not taking him seriously. Well that would all be over in just a few minutes. In a few minutes, he would be far away from this miserable rock and back home where he belonged.

That is if he did belong there. No one ever took him seriously there as well. X decided that if things were just as worse back at his planet, he'll just leave and take a grand tour of the galaxy, perhaps working in a trade vessel. But for now, he had to get off this planet.  
His finger caught a ring at the bottom of the fountain. With a jerk the water drained away, revealing an open stairway leading down.  
X scowled at the disgusting rendezvous point his pilot gave. The sewer was a good place to hide a transport ship but was hard on the Jee'Dangian nose.  
He took a few steps inside. The door shut closed and he could hear the water refilling the fountain. Slowly he began to make the decent.

It was eight-twenty five by the time he reached the bottom of the stairs. There a reptilian-like alien slid up to him. It eyes narrowed into slits giving the appearance of a snake about to strike.

"Are you ready to depart?" It hissed.

X nodded and opened a case he had been carrying. "Two-hundred Zulian dollars as promised." He jerked the case away as the trader reached out at it with a voracious claw. "But not until we get to my destination."

The serpent made a small bob with his head, which was the equivalent of the Earth head nod. "But of course." he replied. "However there's a small fee for entering the ship." A rough sound, like the grating of sand paper against wood, came from his rubbing claws.

X sighed and gave him a small bundle of cash. He would pay no matter how much to get away from here.

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The interior of the ship was small and cluttered with trash. Metal panels peeled from the walls and the place reeked of leftovers.  
X scoffed at the sight. "So this is first class. I wonder how what coach is like." he muttered.

"It's not much, but its home," his reptilian companion said.

X dropped his human face onto a chair. "Just as long as it doesn't fall apart on us during the flight." He glanced about the ship. "So where are my quarters?"

The Zulian slithered up to a large panel in the wall of the ship. He tapped a code into the lock of the door. 'Access denied.' the computer beeped. The pilot hissed in frustration and slapped at the lock. The door slid open, exposing a room that almost made X think twice of leaving Earth.  
X groaned. "Nice...Must be the Presidential Suite." he remarked with a smirk.

The Zulian hissed in anger. "You won't have a flight if you don't stop with your insults. Honestly, it's a wonder how no one ever finished you off on this planet." With that he left.

X shook his head. It was going to be a long trip.

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 **Kay's POV**

Kay tumbled through one nightmare into the next. He fought to awaken himself, but his effort only plummeted him further into the abyss. It was always a different nightmare. Yet all of them followed one common theme. There was always a black creature lurking in the shadows of his mind. Each time he tried to focus upon it, it evaded him, only to reappear in another spot. The next nightmare sequence was when he was only moments away from being eaten by a bug. Just as it was about to drop him into its cavernous gullet, a strange white blaze of light appeared from the sky above. He and the bug paused and stared at the light above. Suddenly, the light intensified, and the light was divided into many hues. Then there was a large explosion of colors. The bug vanished, along with the whole landscape. But just for a blink of second the light broke through the darkness, revealing it occupant, a hideous black wolf. Before the whole scene disappeared, he gazed into a pair of ravenous yellow eyes that were fixed upon him. Then they were gone.

The light dimmed and Kay's vision returned and he found himself staring up at what appeared to be medical light fixtures. The glare of them caused Kay to squint till his eyes adapted. A low baritone voice spoke but Kay couldn't place the source of it.|

"Is he awake?" It asked.

A silence, then an answer came from a too familiar voice. "Yes, he's waking from stasis." It said excitedly.

Kay tried to lift his head, only to be hit by a wave of pain and nausea. Miniature explosions inside his mind forced him to lay back. Kay breathed in shallow breaths, his head swimming from the pain. He couldn't do anything but lie back and listen to the voices around him.

"I wouldn't move too fast if I were you." The familiar voice called to him again. "You wouldn't want to strain yourself."

Kay groaned. "Where's Jay?" he gasped.

"Oh, I wouldn't worry too much about him. He's only in a deep trance, though I would terminate him if need be." A silent chuckle followed. "Ah yes, rookies are just so breakable."

Kay's eyes widen. He knew he heard that voice before. "Alpha."

"The one and only." The voice sounded closer.

Kay craned his neck. The sight that greeted him made him wish he hadn't. Alpha's sinewy body was coated with wires and paneled metal. His once spindly arms were now replaced with robotic attachments that ended with dagger-like claws. His muscular legs had been reinforced with metal structures, his ankles had been replaced with struts. Tubes and pipes entered and exited his body and strange looking gadgets stuck out here and there. What skin remained was sickly green, his right eye had been replaced with an optical sensor, his mouth was curved into a wicked and was filled with jagged teeth.

"My, what big optical sensors you have, Alpha," Kay said flatly. He tried to move but found that his arms and legs were shackled.

Alpha bared his teeth in a menacing sneer. "We are not amused, Kay." He turned to his companion, who stood in the shadows of the ship and had been silent. "Koo'lah, you'll find this one quite exceptional."

The other stepped into the light. Kay automatically recognized him as a Hoon'tak, the same species that had given MIB a Trojan-horse gift in a phony peace treaty meeting.

The Hoon'tak gazed at him and nodded. "He's one with lots of spirit. After working in the Dilithium mines, we'll break it."

"How did you survive and what are you up to now?" Kay demanded, wishing what he had thought of their discussion was wrong.

Alpha let out a throaty chuckle. "Forerunner technology can do marvels and as for my plan I thought you had figured it out by now. I'm planning to sell MIB to the Hoon'tak in the Slave Trade."

Kay's eyes widened. The Hoon'tak , along with a few other barbaric civilizations, who were still very much in the business of selling and trading of slaves, regardless of the rules set by the intergalactic federation. Hoon'tak slave-masters were known for their ghastly abuse of their slaves. Only one out of twenty slaves survived their tortures.  
"You're sick Alpha."

"You have no idea how many times I've heard that one before." Alpha hovered above Kay, so close that his putrid breath was unbearable. But Kay didn't notice the stench that surrounded him. Instead he focused upon Alpha's glowing eye and optic.  
"Sleep, Agent Kay." Alpha said. Suddenly the pupil in his left eyes shrunk till it became a pinprick.  
For some reason, Kay couldn't look elsewhere. Something kept his gaze on those 'eyes'. It was not until Kay realized that Alpha was emitting psychic waves. By that time, it was too late. Kay fell asleep, remembering that yellow gaze in his nightmares.


	2. Chapter 2

_Zerg:_ _A race of extremely hostile aliens from the game 'StarCraft'. Their one pursuit in life is to achieve genetic perfection._

 _Verudian Cosmic Integrator:_ _A device from the Men In Black series that allowed the user to integrate biological parts of other species into themselves._

 _Nic:_ _A unit of measure created by JeeDang2000 in which to measure psychic/telekinetic energy. 1 Nic = 777600 Joules = 216 Watts.  
_

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_  
 **Laurel's Pov**

"Careful, you almost violated rule number four-hundred and fifty-one, section twelve." U exclaimed.

Elle, who was behind the wheel, glanced at him out of the corner of her eye. "What's that?" She asked.

"Running over an open manhole."

Elle gritted her teeth. Ever since X's disappearance, Zed had partnered her up with Agent U. Let's say the partnership was...tense, and Elle was on the verge of strangling U.

She pulled up to exactly where Kay and Jay had disappeared over the last hour. Right now back at HQ, Zed was nearly pulling his hair out about the entire situation, three agents gone missing in one day.  
Of course Elle was shocked and horrified that both agents Kay and Jay had been taken down. The two were a good team and hardly ever failed at getting their perp. So of course, Elle volunteered to take the case out of the concern for her friends and fellow agents.  
After interrogating Sam on the details of the case, they now tracked the location of Kay's LTD. She and U approached the scene.  
Obviously a fight had occurred, shown by the spilt garbage littering the ground. Elle grimaced at the sight of a rat chewing a moldy cheese rind. But what offended her the most was the putrid smell of the place.  
"Let's get this over with." She told U. Shouldering her firearm, she held her breath as she took a step forward into the litter.

There she found the containment crew rummaging through the trash, trying to find any clue to the identity of Kay and Jay's kidnapper or their whereabouts.  
Zed had insisted sending them ahead of her and U. He said that he couldn't afford losing any more agents. Elle was touched by his concern, but found the containment unit a burden. They were here doing work that belonged to her just cause they had arrived moments before.  
"Okay, you guys," Elle said as she approached them. "We'll take it from here."

A dark curly-haired agent turned to face her. He flashed her a grin, which for some reason bothered her more than it should have.  
"Sorry little lady, but my team and I got it covered. Why don't you just patrol the grounds for any wondering eyes? Oh, and try not to get kidnapped will ya?"

Elle gave him a look that would kill a Zerg. "Why of course. I'll do just that while you guys have fun rooting through garbage."

The agent frowned, but didn't say anything. Instead he turned back to the pile of trash he had been working on.

That would humble him a bit, Elle thought. She glanced about her.  
"Where's the LTD?" she asked. All she received were shrugs from the containment crew.

"Uh, Elle," U spoke softly. "Maybe you should take a look at this."

Elle turned to face him. "U, this is no time to-" Her jaw dropped. "How?"  
Off of the alley, stood a grotesque black sculpture. It was twisted and distorted, looking very much like clay placed in the hands of a child or a madman.  
Elle reached out and touched it. The surface felt metallic and cool to the touch. Her heart skipped a beat as she found something jutting out of a crack in the sculpture. A badly crushed cassette tape, its contents spilled out, rested in her hand. On it had the label 'Elvis Greatest Hits.' She knew that Kay loved listening to Elvis. She looked back into the alley, eyes wide.  
"U, get the containment team over here." she spoke in a trembling voice. She cleared her throat. "Tell them to scan for any sign if Kay or Jay's remains are inside this thing.

"Why would they be inside it?"

Elle frowned at his stupidity. "This was the LTD!"

After an hour of intense waiting, the results were in. Elle sighed in great relief that the reports were negative. But not too relaxed. Whatever did this was both incredibly strong and large, or had great psychokinetic power. Her instincts preferred the latter.  
"Gentlemen," Elle said. "We have a code red."

As soon as she spoke these words, there was a commotion as all of them rushed to contact all MIB units.  
Elle now had total sympathy for Zed. After losing three agents he didn't deserve the weight of this to drop upon his burdened shoulders. Already her mind was spinning with how far the situation had grown out of control.

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 **X's POV**

X twitched upon his sheets and grimaced. For the past two hours he had been trying to fall asleep, managing only to get fifteen minutes of sleep. The numbers ten-fifteen glared into his exhausted eyes from the digital clock.  
Finally, X stood up, groaning as he stretched his stiff body. The floor was not a desirable place to sleep, but it beat sleeping upon the filthy bed his host had provided. There could be fleas or intergalactic diseases that maybe teeming on it.  
X yawned. He wondered if the pilot had finished making repairs on the ship's engine. They were already far behind schedule.  
He reached under his pillow, trying to find the case of money he had stashed away from the Zulian. X's eyes widened when he couldn't find it. Flipping over his pillow, he found that the case wasn't there. He yelled in frustration.  
"That weasel!" X swore he would ring the Zulian's neck when he got the chance.

He rushed quickly out of his room, tripping over his bed sheets in the progress. After searching the entire ship, which wasn't too hard for its small size, he couldn't find the pilot anywhere. As he rushed into the cockpit, he heard the sound of a small vehicle start. X ran up to the dashboard and peered outside the windshield. In the dim lights of the sewer, the Zulian tried to start the ignition of his hovercycle. In the basket of it was X's case of cash. But what outraged X the most was that the driver was wearing his human suit.

X sprinted down the stairs. By the time he reached outside, the Zulian had manage to start the engine. The driver turned his head and gasped as he saw X in hot pursuit. He hit the gas and the hovercycle sped away.  
"See you, sucker!" the Zulian called out with a cackle.

X ran after the pilot until the cycle disappeared around the corner. Then he slowed down and finally came to a stop, he kicked himself mentally for letting his guard down and relaxing. He should have waited until arriving home.  
He sank unto the ground and held his head in defeat. Now he didn't have any money to get off the planet, and he had a hunch that the Zulian had sabotaged the ship's engine or the ship never could fly to begin with.

For the first time in his life, he didn't know what to do. He obviously couldn't earn cash by taking a job. Employers would be asking questions or worse tell MIB that they found their missing agent. X shivered at the thought. Being caught would mean being locked up in the detention ward, or being sent to a prison planet.

From his choices, X found that turning himself in to Zed was the most logical decision. At least, he hoped the punishment wouldn't be so severe. Before deciding to do just that (and risk believing in that assumption), X thought that if he could manage to fix the ship's engine he wouldn't need to turn himself in. Sighing, X stood up and walked toward the ship. There was going to be a lot of parts to fix in the old bucket.

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 **Alpha's Pov**

Dangling high above the Earth, Alpha clung tightly upon the radio antennae. Slowly, he made his way up towards the top.  
He chuckled sinisterly. Soon MIB would be like putty in his hands. They would do whatever was at his whim.

Below him, people watched in horror at the sight of a bizarre robotic creature ascending the antennae construct. No doubt, he probably reminded them of King Kong scaling the buildings from the movies. Well let them continue staring. They'll all be his very soon, just as soon as he could remove MIB from the big picture.  
MIB, he thought bitterly. The proud organization. The guardians of Earth. All which started from a small group of nerds whose goal was to try making contact outside of the small back-water planet. It was a pity he had to destroy it. For years he had tried to coax them into using the Verudian Cosmic Integrator. With it, they could have been the most powerful beings in the universe, with him, Alpha, leading them. But no, they were too close-minded, insisting that the device was too dangerous to be tampered with much less using it upon oneself. They didn't agree with his view of stealing alien or robotic body parts and adding them on to their own bodies, saying it was wrong to exploit other species for personal benefit.  
Well let them all keep their beliefs, he would destroy them all. The stronger will prevail over the weak. If they did not choose to become stronger, then they must be destroyed to make room for those who were more worthy. Such is the law of the universe.

Finally, he reached the top. Closing his eyes, he concentrated. He focused on the communications link frequencies of MIB. Using the radio antennae as a carrier, he would be able to intensify the control he emitted. If it all went as planned, Earth was his for the taking.

 **Laurel's Pov**

"All units, be on the lookout for any psychokinetic activity. Do not attempt to approach without proper backup. Repeat do not approach without back up."  
The car radio crackled. With a quick flick of her wrist, Elle snapped the radio off. She didn't need it to rub in the guilt of her disobedience. Zed had specifically ordered that no agent should go alone, due to the disappearance of three top agents. He said he had enough problems without the need of another missing agent to top it off.

Yet here she was doing exactly the opposite of that. But who could blame her? After losing her two closest friends and her partner, Elle couldn't just sit there twiddling her thumbs and hoping for the best. She had to be in the action.  
Unfortunately she had to leave behind U's back, knowing full well that he would rather give another lecture to the alien children than go off on a wild goose chase. It had been easy to sneak out without Zed noticing. Almost every agent had taken the assignment of tracking down the psychopath, so all she had to do was blend in.

 _OoOoOoOoOoOoOoOoOoOoOoOoOoOoOoOo_

The detector on the dashboard suddenly gave a faint beep. Immediately, Elle slammed on her brakes. The van gave a satisfying screech as it stopped automatically. Elle climbed out of the van, gripping her Carbonizer and holding the detector in the other hand.  
She paced the alley, hoping to get a clearer signal, but as she strolled about, the signal didn't show any variation. Elle frowned. She had already covered the entire area, yet the trail remained faint.

Just as she was about to give in, thinking there may be a glitch in the circuitry of the detector, she spotted movement in the dumpster. Fingering the trigger, she walked up to it. Wrinkling her nose, Elle's instincts screamed at her to retreat. Her sinuses tingled with pain from the stench. Ignoring her body, Elle pushed the lid of the dumpster back quickly.

But as she did, something small sprang out at her and landed upon the Carbonizer.  
Elle let out a startled gasp and dropped the detector. The creature jumped off of it and scuttled into a pile of dirty newspapers. Realizing what it was, she sighed in relief, and her breathing returned to normal. The rat bared its teeth and hissed. Then it continued to chew upon the bread crust it held in its paws. Picking up her detector, Elle noticed a goopy, brown substance clinging on it. She groaned when she realized that it was rat feces.  
"I hate alleys." Elle muttered. The rat, hearing her voice, hissed again. Then it scurried down into a storm drain.

Elle watched it disappeared below. Suddenly an idea struck her.  
"Nothing is what it seems." Elle said, repeating the wise MIB saying. Kneeling onto the ground, Elle tugged at a manhole cover and put it aside. Just as she had anticipated, the detector's alarm frequency increased.

 **Zed's Pov**

"She did what!?" Zed exclaimed. He gritted his teeth as U reported on Elle's misconduct.

"I swear sir, I didn't know."

"Then stop standing there sniveling. Contact her and-"

Suddenly the main view screen flickered and static filled it. The twins cried out in alarm.  
Zed frowned. "What the?"

Then, the screen cleared, revealing a snarling hideous cyborg creature, perched upon an antennae.  
"We now interrupt your broadcasting program for an important announcement." it spoke.

"Alpha." Zed sneered.

"Oh good, I thought you wouldn't be able to recognize me through the stage makeup. How nice to see all of you again."

"Cut the pleasantries, Alpha. What's going on?" Zed demanded.

A soft chuckling sound came over the speakers. "Shame on you, Zed. Must you always be all business? Here, let me help you relax."

Suddenly Zed felt extremely fatigued, as if his body had lost its urge to live. This caused Zed to become alarmed, but then his worry escalated to fear as a dark presence entered his mind. A battle erupted between his spirit and the intruder. However Zed felt himself losing ground as he slowly was pushed into the abyss. His spirit fought once more to gain control, but the darkness finally delivered the finishing blow, and his spirit was sent over the brink.

One by one each agent who had watched Alpha by screen or by Vid-Link fell to the silent cybernetic being. Panic rippled through the organization, and for once the discipline it maintained was destroyed as everyone scattered in futile attempt to escape the darkness. Some, realizing that it was Alpha's doing, tried to look away but found they could not. Minutes later, even the most stubborn succumbed. And MIB and its immigrants fell into Alpha's control.

 _OoOoOoOoOoOoOoOoOoOoOoOoOoOoOoOo_

 **Alpha's Pov**

"Is this all of them?" Koo'lah asked, though it sounded more like an order.

Alpha shook his head. "There are a couple of agents still about."

Koo'lah turned to face the screen with Alpha's image, with a look of suspicion. "We agreed that you would get a shipment of Forerunner technology in return I would receive all of MIB and a section on Earth for our usage."

"The reservation of Earth is understandable, but what are a couple agents to you?"

"Months ago, MIB stopped us from a campaign. Let's just say we want to show them what we do to enemies." He emphasized this by crushing a metal cup with a fist.

Alpha sighed. "Very well. Just give me a little more time. After all, you know how clever these MIB can be."

"How could you have let just a couple agents get away?"

"They had manage to evade my control by leaving their Vid-Links behind."

Koo'lah stood. "Whatever the reason, catch them. We must succeed. Then we will get what we both desire. You, the world. Me, revenge and conquest." He lifted a new cup of victory wine.

Alpha lifted his own cup. "To our new-found fortunes."

 _OoOoOoOoOoOoOoOoOoOoOoOoOoOoOoOo_

 **Kay's Pov**

Kay woke up upon a damp, cold floor. He coughed once then rolled onto his back. Groaning, he rubbed his forehead. He felt as if he had a long night of drinking and was now suffering the effects of a major hangover.

"Kay?" He heard voice called. Immediately he sat up, and wished he hadn't. As he felt his temples throbbed, he demanded, "Who's there? Identify yourself."

"It's me, Zed." Then he stepped into the light that shown down from the fixture above. Despite the condition they were in, Zed maintained his dignity. Though he looked a bit perturbed.  
Taking a seat next Kay, he said. "Mind filling me in on what's going on?"

Kay shrugged. "Alpha has lured us here by using psychic waves. He plans to sell us to the Hoon'tak who plan to extract a little revenge by making us slaves."

Zed's face paled. He cleared his throat. "That's all?"

"No. Though Alpha would be in charge of Earth, he agreed to set aside a piece of Earth to support their war campaigns."

Zed realized that if the Hoon'tak managed to establish an outpost on Earth, they would have an advantage in conquering Earth's allies. The whole United Intergalactic Federation would fall to the Hoon'tak.  
Zed shuddered at the thought.

Kay nodded in agreement. "Is everyone here?" he asked Zed.

"There are a couple still free."

"And who are they?"

"X and Elle."

Kay groaned.

Now Zed nodded in agreement. "I know. If it was you and Elle, there may be hope for us yet. But X and Elle together, I'm not so certain."

Kay thought about this. Zed had an uncanny knack about being right. Kay just hoped that X and Elle would pull together. They'd both have to use all their skills and then some if there would be any hope. Otherwise, MIB would just be a lost memory and so would the Federation.

 _OoOoOoOoOoOoOoOoOoOoOoOoOoOoOoOo_

 **Laurel's Pov**

Elle shivered. But it wasn't the cold dampness of the sewers that chilled her. It was something else. Something dark. Something sinister. She thought it was strange that she had this reaction. After all, she had gone into much worse places, ranging from being inside the heart of a bug nest to the core of a very unstable atom. Yet she met these challenges head on. Never had she backed away or hesitate. But for some reason this sewer gave her pause. Glancing at her detector, she got the feeling that despite its readings it was not revealing to her something.

As she continued through the labyrinth its alarm frequency increased. Then as she came around a corner, it shrilled. Elle grimaced at the loudness of it and shut it off. But as she did so, a low moaning could be heard.  
Taking a deep breath, Elle turned the corner. She nearly fell over by sudden loss of control of her body. Dropping unto one knee, she fought to keep her mind above the wave of chaos. Gasping, she got on all fours and crawled back the way she came. Then Elle sat hunched over, panting. Just as fast as the psychokinetic waves' effects had come upon her, they disappeared.  
Elle had no idea that the waves were that powerful. Which would mean big problems for MIB. Just as she was about to contact HQ and report her findings, the moaning became more insistent.

"Okay, I'm coming!" Elle shouted. She reached into her pocket and pulled out a small disc-shaped metal object. Because humans could tolerate only a small dose of psychic waves, this device was specially crafted to hold back five-hundred nics.  
But Elle was worried at the readings her detector gave. It had reported four-hundred and ninety nics of psychic energy. And since this was only the psychic wake (the residue left after a psychic encounter, which gradually decays over time), it could mean either the psychic creature had been at the scene quite recently or it was more powerful than MIB had ever encountered. She certainly hoped it wasn't the latter.  
Placing the object around her neck, she gave it a twist and it activated. Now she had a shield to protect her from the psychic waves. She proceeded toward the source of the moaning.

Elle still kept her Carbonizer out. Though the sounds seemed to indicate that someone was in pain, it could really be an ambush. But as she came on the scene, it was apparent that this was no ambush but rather the results of one. Huge chunks of cement littered the ground, the biggest was the size of a small car. A bashed up hovercycle was nearly buried by pipes. The moan came again, only louder from a pile of rubble.  
Elle dropped to her knees and began digging to free the victim.  
"Hang on," Elle cried. Her efforts uncovered a hand, which she recognized as belonging to a Zulian, one of the most business profiting species. Sometimes they were known for their discreet and trickery. When they did get caught, their hard-scaled bodies came in handy. But in case this one chose to be discreet, Elle would have her Carbonizer out for back up just in case he decided to pull a fast one. According to Zulian business laws, the person with the bigger guns get the better deal.

Finally she manage to free the Zulian. She took a step back and held the rifle poised above him. Zulians were also known for their hostile attitudes, and because they could tolerate seven-hundred and fifty nics, he could still attack her full strength.

"Please don't hurt...oh it's just a human." the Zulian scoffed. Pushing himself into a sitting position, he peered at her with his reptilian eyes. "Come on Sweetheart, drop the weapon. You might hurt yourself."

Elle pressed the barrel of the gun against his chest. "You're going to be the one that gets hurt if you don't tell me how you manage to steal that suit you're wearing."

"I ain't telling you nothing." he hissed.

"Who attacked you?"

"Bite me."

Elle saw she wasn't getting anywhere quick and obviously threats would charm the snake into handing her the gem. She glanced at the cycle that lay next to them. Then something caught her eye. A gray case with the MIB logo jutted out from a pile of rocks. Opening it she found two-hundred Zulian dollars inside. Elle glared at the Zulian. It was the same missing two-hundred Zulian dollars that had gone missing from the Vault the day X escaped.  
Suddenly an idea struck her. She smiled sweetly at her hostage. "Tell you what if you agree to help me, I'll let you keep the cash."

"Do I walk free?"

"Yes."

The Zulian grinned and rubbed his chin with a leathery clawed hand. "Hmm. Do I get a weapon of choice with that?"

Elle cocked the trigger and the Carbon Rifle let out a high pitch whine. "I suggest you take the previous offer."

The Zulian nodded. "You drive a hard bargain, but a good one. Indeed you'd would've been a fine Zulian trader."

"Thanks, I think. Now talk."

"Okay, okay. I stole the suit from some amateur MIB. As well as the loot on him." He chuckled. "Like stealing candy from a baby."

Elle rested the rifle at his neck. "That's my partner you're talking about. Now tell me where he is and who attacked you?" She pressed the gun's barrel deeper into his neck for emphasis.  
The Zulian frowned. "This is abuse you know. You don't have any reason to hold me."

"You're correct when you say I have no right to hold you. But I must be taking up some of my partner's habits (she shuddered at the thought of it). However I would say withholding information from MIB is a reason. Now answer my questions."

The Zulian sighed. "All right some cyborg human-headed freak attacked me."

"Human? But how... what a minute. Did the face look like this?" She pulled up Alpha's Database upon her hand-held data module.

"Yeah! That's the bozo who tried to kill me. But when he took a good look at me, he said that I wasn't the alien agent he was looking for."

Elle figured the rest out. Alpha was looking for X but why? It didn't make sense. Whatever the reason, it still meant her partner was in danger. She had to warn him.  
"Show me where my partner is." she demanded.

"All right. Follow me." he hissed.


	3. Chapter 3

_Klingons-_ _A race of humanoid aliens from Star Treck that are known for being one of the most aggressive and warlike of the warrior races.  
_

 _Argonian-_ _A race of reptilian humanoids from the game Skyrim. They are known for being master craftsmen and benevolence._

 _Yautja-_ _A race of reptilian humanoids from the 'Alien vs Predator' series, more commonly known as 'Predators' due to their highly developed culture based around their hunting skills._

 _Xenomorph-_ _A race of highly aggressive hostile lifeforms from the 'Alien vs Predator' series. More commonly known as the 'Alien', they are well known for their acid blood, chest bursting young and their pharyngeal jaw._

 _Berruga-_ _A species of aggresive aliens from the 'Men In Black' series. They are known to travel through the universe gorging on Carbon and Hydrogen._

 _Bental-_ _A planet created by JeeDang2000, it serves as the Hoon'tak homeworld._

 _Charnock-_ _A species from the 'Men In Black' seires. Little is known about this species, except that they prefer planets with low gravity so they can levitate rather than walk._

 _Gorn-_ _A species of reptilian humanoid from 'Star Treck'. They are known for their immense brute strength and stamina. Some males are known to grow to hights of 4 meters._

 _Crite-_ _A race of aliens from the movie 'Critters'. Crites are known for being vicious carnivores that hunt in packs. They are extremely aggressive and can grow to the size of a large dog within a few days with sufficient food. Their dark back fur is coveted by many species for it's durability and beautiful look and texture.  
_

 _OoOoOoOoOoOoOoOoOoOoOoOoOoOoOoOo_

 **Laurel's Pov  
**

"Okay, now which way do we go?" Elle demanded.

The Zulian looked unsure of himself. Then he lightened. "Umm. There!"

After walking this way and that for a while, they finally came upon a battered up ship. Judging by its deteriorating condition, Elle wonder how it could possibly fly at all. She pressed the rifle closer to the Zulian's lower back.  
"Proceed. But remember, no tricks."

They approached the ship. Pulling out a remote, the Zulian lowered the ramp. Instantly X came rushing toward them, running in on a surprise attack, his face fuming in anger.  
"X, it's me!" Elle shouted. She wondered why she felt so excited and relieved to find him.

But X ignored or didn't hear her. He ran to the Zulian.  
"I'll get you yet, you little thief!" X cried, as he started to deliver blows to the unfortunate Zulian.

"X!" Elle yelled "Stop! What happened?"

X held back his assault. Then he pointed at the bruised Zulian. "This snake stole from me!" Pulling out his mask, he took a piece of paper out of it. "And he left this!"

Elle looked at the sliver of paper. Upon it was the text: 'This was such an ugly mask, that I decided to leave it behind. Use it to cover that uglier face of yours!'  
She finished reading this just as X was about to kick the Zulian in the stomach.  
"X, no! We have more important matters at hand. Right now Alpha is after you. Plus, Zed is furious."

X looked confused. "Who's Alpha?"

"All you need to know is that he is MIB's most powerful enemy who just recently changed himself into a telekinetic entity."

"And let me guess. You came to warn me so I wouldn't get killed and came to bring me back for your sake because you can't stand being partnered with U?"

Elle's face reddened. "No, I came to warn you and because I need all the help I can get. Alpha is the baddest of the bad, he won't stop until we're captured or worse."

X shook his head. "Can't handle him yourself can you? You humans are so predictable."

"At least I don't run away from my responsibilities!" Elle replied hotly.

"Uh...excuse me. Can you give me a little help here?" the Zulian groaned in pain.

 _OoOoOoOoOoOoOoOoOoOoOoOoOoOoOoOo_

"Hey, you said that you would let me go free with my loot after helping you." The Zulian said as they tied him into one of the cockpit chairs.

"Oh I did, didn't I?" Elle said. But she gave him a sly grin. "But I didn't say help me with what."

"This is not fair! I want my money! I want-"

"You'll want to close that mouth before I knock you senseless, lizard-lips." X muttered.

"The name is Nogi, ya creep."

X raised his arm in a mock hit. That shut Nogi up. "Why do we even keep him?" he muttered.

Elle shrugged. "Hey, it's not a bad idea to keep a Zulian hostage until he can prove he's not really tricking us."

"Well I think we just ought to beat it out of him."

"X, stop fooling around and come here. We need to contact MIB and-"

"Why!?" X asked rather loudly.

Elle frowned at him. "You still think that running away would solve your problems? You are so stubborn. I mean Zed was hard on you but he'll be like that for only a short time and-"

X turned away. "You don't understand, Elle. When I first came here, I hoped to start over again, especially after those six suspensions. But for the past few months I've found that I didn't fit in. I was no better off than when I first set foot on this planet."

"X, it's your own fault that so few people like you. You act obnoxious and stubborn, you have no respect for the protocols that protect civilians and agents alike. Not to mention your prejudice against humans. For gods's sake X not even Klingons treat people worse than you, it's no wonder that everyone gives you the cold shoulder!" Elle practically shouted at him. The frustration she had for their entire partnership of tolerating his smugness boiled up from inside her.

X turned on her, so sharply that Laurel feared that he would strike her. But instead he stared at her, his large eyes baring a look that she knew all too well, the pain of loneliness.  
For a few seconds they just stared at each other. Then X pulled away, exiting the cockpit.

"X, wait." Elle spoke softly. But he was already gone.

Nogi, who had watched the confrontation looked at her. "Is this a bad time to ask for a raise on my reward?"

 _OoOoOoOoOoOoOoOoOoOoOoOoOoOoOoOo_

For the next fifteen minutes, Elle tried to get a hold of someone from MIB by the ship communications systems, but with no success. What's going on? She thought. After what seemed to be the twelfth call, Elle gave up.  
Something was definitely wrong. She had to go back and check, she knew she'd have to face Zed sooner or later for breaking the rules. She strode into the corridor that lead to the cabins.  
Stepping up to X's door, she knocked. Elle really wished she didn't have to talk to him. After upsetting him, she didn't want to confront him, but knew she had to. And since she decided to investigate what was happening at MIB, she needed to inform him of it and ask whether he wanted to join her or not.

Elle wondered why she felt so light-headed as she waited at the door. There was also a strange queasy feeling in the pit of her stomach. Elle wished these feelings would go away since she already had other problems to deal with, such as her heavy conscience. Why should she feel so guilty for telling X the truth of his behavior? Why did he have to take it so hard? She should've felt better to have let all those feelings out. But why didn't she?

Thinking that X didn't hear her knock, she entered. Elle found him lying on the floor of the ship upon some bed sheets, staring absently at the digital clock before him.  
She cleared her throat and waited for him to turn and look at her. Yet he didn't, and continued to gaze vacantly into space.

At first Elle thought he was ignoring her. But something in the back of her mind told her something was definitely wrong. Rolling X over to face her, she noticed that his pupils were dilated. Glancing at his hand her suspicions were confirmed. In his hand, laid an empty pill bottle.

"X!" Elle shrieked. She dropped to her knees, and frantically searched for a pulse. Relieved that she found a faint one, she opened his mouth, stuck in a finger into the back of his throat. She quickly rolled him onto his side and jumped back as he began to vomit up the contents of his stomach. But as the hurling slowed, his body began to shake. Elle knew she didn't have much time. The convulsions meant he was going into shock. She propped up his feet and went to find something to warm him with.

Entering the cockpit, she found Nogi. "Where are the blankets?" she demanded hastily.

"Don't have any. What with an ectothermic body, why would I need them if I can't produce heat to trap in?"

Elle groaned in frustration. Returning to X's room, she found that he was shaking violently, and that his skin had turned to an unhealthy dark hue. She snatched his human suit from a chair. It would not hold in much heat but some. As she slipped it on him, she pulled the threadbare blanket he had laid upon around him. Her efforts did slow his convulsions a bit, but not all. She glanced about the room, hoping to find a source of heat. But then, she realized there's only one. Elle shuddered and suppressed her disgust. However, what needed to be done, needed to be done. Taking a breath, she slipped into the blankets next to X.

 _OoOoOoOoOoOoOoOoOoOoOoOoOoOoOoOo_

The fatal minutes that would determine whether X would survive ticked by and seemed an eternity to Elle. Gradually, though, she saw improvement in his condition. The color returned to his cheeks and his breathing became less labored. For the first time, Elle noticed how much her hands were shaking, and her heart beat as if she had ran a marathon. But what she thought was the most bizarre was that she felt concerned for him.  
She knew what doctor-patient concern was, but this was not what she was experiencing. Somehow, her concern was...deeper.  
What's wrong with me? Elle frowned. Since when did she care so much for his well-being? Why had she felt glad to see him? And why did she have guilt for telling him what he needed to know about his behavior? She had never cared so much for another except for... No! She flinched at the thought and fought to hold back the stinging tears that threatened to fall.

She reached up and stroked the symbol on her cheek. She had promised herself to never have those feelings again, not after what happened to R. It may have been wonderful to be with him but the cost was brutal. She was left vulnerable and very near suicidal. But what disgusted her the most was that she had these feelings for X. The same arrogant jerk who had no regard for anyone else, who leaped at the chance to challenge authority.  
But X reminded her so much of him. R the Argonian agent, her first partner and lover who had shown her so much beauty of the universe. They had been together for five years and were deeply in love. But then everything went wrong when they and a team were sent to investigate a Yautja temple in Antarctica. But the resident pack of Xenemorphs had ensured their deaths, even R.

As X laid there, without the smug expression he usually bore upon his features, he seemed vulnerable. Even despite the despicable things he had done in the past, Elle felt empathy for him, just a little.  
Then again, he did try to feed her to the Berruga.  
Elle couldn't help wondering what made X behave the way he did. What drove him to go to the extreme? Why does he scorn humans so much? She knew that this scorn was the reason why he never made friends with the other agents. Yet he got along fairly well with other aliens, big ears or not. But why not humans? Unless he had a bad experience with them, Elle figured.

Suddenly a loud noise brought her out of her thoughts. It sounded and felt as if the hull was being torn apart. Oh no, not now, she thought. She seized the detector and switched it on without audio. The readings on the screen sky-rocketed and went off the scale. Elle's eyes widened in terror. With her partner weakened, there wasn't a chance she could take down Alpha. They've got to retreat.  
"X." she whispered as she nudged him.

He groaned.

"X!" Her shaking became more insistent. She could her the pounding coming closer. Then a sharp screech of metal grated against her ears and she grimaced. Fortunately, the noise had a worse effect upon Jee'Dangian ears.

X's eyes snapped open and he clapped his hands upon his large ears.  
"What the-"

Elle placed a hand upon his mouth. "Let's go," she whispered. "Alpha's here."

He shook his head. "No, leave me."

She gritted her teeth. Did he have to be so stubborn now? "We'll settle this later. Now, follow me." Gripping his arm, she tried to haul him to his feet.

But X refused to budge. He glared at her. "I'll hold him back, now go on." Clearly, they weren't getting anywhere fast.

Elle pulled out her tranquilizer pistol. "Sorry, X." she muttered. Then she pulled the trigger.

"Hey, what-!" At once, X fell.

As she slipped X's mask on him, and hefted him over her shoulder and dragged him out into the corridor. She wished she didn't have to put him to sleep. His cumbersome weight held them back. "You really ought to lose a few pounds, X." she murmured.  
In her mind, she recalled the ship schematics. The emergency exit was at the starboard aft of the ship.  
Carrying X along, she could hear the pounding getting louder and louder to the point that she thought that Alpha was upon them. Finally, they came to the exit. Elle hit the hatch button and the door slid aside...  
...and she found herself staring down the barrel of an Atomizer Cannon. Behind it, was Nogi with a toothy sneer on his scaly face.

"Alpha warned me that you were a clever one." He gestured with his gun. "Now be a good victim and get back inside."

"Just out of curiosity, how long ago did Alpha employ you?" Elle asked with frown.

Nogi snickered in his reptilian way. "Even before you dug me out of the rubble. After mistaking me as your partner, Alpha offered a large sum to me if I helped him. As the Zulian saying goes, 'A good deed never goes unpunished." He gripped the cannon firmly. "Word of advice human. Always keep an eye on a Zulian. They might just manage to escape your bonds." He pulled out a handful of chewed ropes and dropped them before her. Then he nudged her with his weapon. "Now inside."

"Nogi, is that any way to treat our distinguished guests?" A voice came from outside. "Bring them to me." They stepped outside, where Alpha stood, wires, tubes, and all.

Elle looked him over. "How quaint. The big bad wolf is going after the flock again."

Alpha bared his crooked teeth in a hideous grin. "You are correct to say so Laurel. But this time I've managed to capture your pitiful flock. They are now being prepared for the slaughterhouse as we speak."

Elle frowned. "What do you mean by that?" In her arms, X stirred from his drugged sleep. She had to keep Alpha talking.

"I'm sure you will find their status as slaves for the Hoon'tak as good as any death sentence."

Her mouth dropped. Quickly she shut it again. "You...wouldn't."

"Indeed I already have. Anyway, you are about to join them."  
Elle felt a huge surge of psychokinetic energy bombard her mind, trying to purge her conscience from herself. She fell dropping X in the process and gasped for breath as she struggled to keep herself from drowning in the chaos. Slowly she was engulfed by the darkness.

 **X's Pov**

X shook his head and frowned in puzzlement. His mind felt as if it was being probed by delicate instruments and he found it extremely irritating. Suddenly he felt himself dropped upon the floor, and Elle collapsed next to him.  
Glancing at her, X found that the color of her skin was a shocking white. But it was her eyes that startled him the most. They seemed to be far away, giving the appearance that something was strangling her.  
X looked about to find the cause of her distress. And he found himself staring at some bizarre techno-organic creature with the face of one of those beady-eyed humans, but it was distorted by a grotesque cybernetic mutations that jutted from it.

Then X realized that it was the Alpha Elle had talked about, the one who had strong psychokinetic powers. The pounding on his mind intensified. X grimaced. He wanted to end his life, but not in this way. Also he couldn't let his partner be endangered, however annoying and ugly she was. He examined one of the support beams that held up a weak part in the sewer. The beam was rusty and very unstable, one push could...

The pain in his mind suddenly escalated the point that he almost collapsed. It was now or never. With a swift kick, the beam toppled, creating a large crack in the ceiling above. But the crack didn't stop there. It split and widened as it traveled out in all directions.  
Alpha, surprised of what transpired, stopped his hypnosis and looked up at the cracking ceiling. But as he stopped his psychic waves, Elle and X were released from his control. X felt the weight on him lifted. And Elle recovered quickly.

"What's going-" she began to ask.

"No time. This way-"  
Suddenly the ceiling above them groaned and a large pile of rocks fell. Elle shouted. X ignored the sharp discomfort her shout gave him. Gripping her arm, he pulled her with him and together they plunged into the frothing waterway below just as the rubble came tumbling down.

 _OoOoOoOoOoOoOoOoOoOoOoOoOoOoOoOo_

 **Kay's Pov**

Stepping out of the transport, Kay squinted from the glare of Bental, the smaller of the Hoon'tak suns. As his eyes adjusted from the sudden change from the dark transport, he tried to focus on all the people he felt about him. Eventually, his eyesight cleared and found himself standing among a swarm of humans and aliens. Some of which he knew belonged to MIB, some were the passengers from the Immigration Center.  
But many of the crowd were from conquered worlds, and their faces showed the sorrow of having lost their loved ones. Many orphaned children wailed and there wasn't anyone to comfort them. Unlike MIB and its immigrants, they already knew what pain and loss was. Though he knew that both groups shared the same fate, Kay pitied the conquered for their pain has only just begun. Suddenly, Kay saw the crowd to the east began to move in a surge as many screamed. And he could see why. The Hoon'tak slave drivers began to hustle the crowd into a large, filthy building.

Panic rippled through the crowd and many tried to flee. But the drivers forced them back with their electric prods. Upon entering the building, Kay found himself propelled forward by those behind him that were trying to flee from the whips.

"Kay!" He heard a voice called above the clamor.  
He looked about and found that it was Cee, even more jumpy and paranoid than usual.  
"Do you know where they're taking us?" Cee asked.

"Probably to our first assignment." Kay replied as they continued down the dimly-lit corridor. Then came a shrill scream from a Charnock that sent chills down Kay's spine. In contrast to Kay, Cee jumped and his face turned a sickly white.  
Kay placed a reassuring hand upon Cee's shoulder. "Remember these are the risks we knew that could happen when we signed the dotted line. Just face it like a Man in Black."

Cee nodded, but by the look on his face he didn't seemed too convinced.

At the end of the building, stood several large Gorn guards along with their handlers. Behind them were upright coffin-like capsules, into which the Gorns corralled the selected people their handlers pointed out. But as soon as the people entered, they exited with a new change of clothing, some of which rank from Dilithium miner outfits to slave driver uniforms. But it was the way they came out obediently that made Kay realized what the chambers were.

"What's wrong with them, Kay?" Cee spoke in an unsteady voice. "They act as if they're under control."

Kay shook his head. "Worse. I think the Hoon'tak has-"

"Hey, you!" Someone called. "Keep moving to the end of the room."

Cee looked at Kay and frowned. "That sure doesn't sound like a Hoon'tak driver. It sounded more like...Jay!"

Jay pushed his way through to them. In place of the black suit he usually wore was a black Silurian-leather uniform, lined with Crite fur. On the side of his right sleeve, shone the Hoon'tak silver knife symbol for a slave driver.

Cee's mouth dropped open. "Whaaaa...?" he wheezed.

"It's your turn at the capsule. Now move on before I have to force you." Jay threatened. Suddenly he reached down into his large belt and switched on his prod.

"I'm going!" Cee squeaked. Then he dashed in the direction of the capsules.

"Cee, don't!" Kay called but Cee had disappeared into the crowd.

"It's your turn as well," Jay spoke. "Head for Capsule Four."

Kay glared at Jay. "Jay, please concentrate. Do you remember me? Kay, your partner?"

"You're just another worthless slave, now get going!" He struck the ground in front of Kay to prove his point.

Kay took a step back. But as he did he felt a sense of loss in his heart. Jay was gone and now the Hoon'tak were planning to do the same to him. They were turning them all against each other, Kay thought bitterly. Suddenly, he became enraged at this sick joke the Hoon'tak were playing on them. If they were all eventually going to change them for their entertainment, so be it, but Kay refused to go without a fight.  
Kay turned and fled from what once was his partner. He pushed his way in the opposite direction the flow of the crowd moved.  
"Don't move forward, fight back! It's a trap!" Kay shouted at them.

Suddenly he felt himself being lifted by the collar. Kay became dizzy as he saw how high he was above the heads of the throng. He realized that the arm that held him was from one of the huge Gorns. The walls blurred past as the arm retracted to bring him back. Kay dropped onto the floor, at the feet of Jay, who glared at him with such a hatred Kay had thought his partner had been incapable of. The icy stare froze Kay's heart.

"Trying to create a mutiny is the worse offense any slave can make. For your punishment, you will be given thirty lashings." Jay gestured to a couple of Hoon'tak assistant drivers.

Kay felt an excruciating pain on his left temple as one of the assistants socked him across the forehead. Then a blow came from below the chin so forcefully, Kay thought his jawbone would snap. Suddenly a sharp kick came at this stomach, causing him to crumple unto the floor.  
But the assistants were not done yet. They seized him and tore his upper clothing off. Then they stepped back. Kay was disoriented by the attack but he could hear the hum of a prod being charged. Jay, you wouldn't...he thought somberly.

An explosion of pain came from his back. Over and over it struck, until just as he was about to pass out, the lashing stopped. Kay laid there, relieved by end of the lashings. He watched as small pools of blood formed on the floor and soaked his slack pants.

"Should we fix him up yet?" one of the guards asked Jay.

Jay shook his head. "No. Not yet. Bring him to Capsule Four. Then give him excellent treatment afterwards."

Kay watched as Jay left, threatening a child with his prod, and felt himself being dragged up by the assistants. Placing him inside the capsule carefully, they stepped back. The door slid close, isolating Kay from the world.  
"No," Kay whispered. Then shouted, "NO!" as he heard the familiar hum of the Neuralizer. He banged on the door, leaving bloody smears on it. Tears ran down his face. "Let me out! Let me..." Then a bright flash, and he remembered no more.


	4. Chapter 4

_Pulsar Chargers-_ _A device created by JeeDang2000, it is used as a universal charging unit that converts many forms of raw energy into electricity to power an agent's equipment._

 _Enzyme E_ _Tablets-_

 _OoOoOoOoOoOoOoOoOoOoOoOoOoOoOoOo_

 **X's POV**

X awoke, cold and wet. Where am I? He thought. He tried to push himself up but a wave of nausea struck him and he threw up river water. What the...? He looked about him. Suddenly his eyes rested upon a limp black-suited form about two yards away.  
"Elle!" he called. He rushed over the best he could in his weakened condition. Rolling her over, X found himself gazing at Elle's face, which had turned a very sickly white and her lips a faint blue. X gritted his teeth. Now he really wished he had read that manuscript on human first aid Zed had given him. The only part he read was checking for a pulse on the neck or wrist. First he checked the wrist but didn't find anything there. Then he checked for a pulse at the neck. He breathed a sigh of relief when he found a steady one.

By her labored breathing, X knew he had to get help quick. He scooped her up in his arms, shocked at how cold to the touch she was. Why do humans have to be so vulnerable to the cold? He thought miserably as he strained under her weight. He saw some warehouses nearby and he stumbled his way to them.

 _OoOoOoOoOoOoOoOoOoOoOoOoOoOoOoOo_

X walked through the streets carrying Elle looking for someone who could help him.

"Hey you!" Someone shouted behind him.

X turned around to see a male human in bold colored clothing staring angrily at him. Maybe he knew where he could find some help. "Can you help me, my friend, she's sick and needs medical attention."

The man eyed the woman in X's arms. "You gotta' pay to walk these streets pal, but you give your little friend there to me and I'll make sure she gets all the attention she needs." He said smiling hungrily at Elle.

X was disgusted by the man. "You better get away from me you sick freak!" He growled gripping Elle closer to him.

"Or what? You think you the boss? Hey guys why don't we show this guy who's really in charge here!" Five more similarly dressed humans stepped out of the shadows.

"We're gonna' show you what happens when you mess with the Mysterious Fives!" One of them shouted.

X tried to make a run for it but with Elle weighing him down there was no way he could outrun them all. He stopped at the corner of a crumbling warehouse and placed Elle down, at least with his back against the wall they couldn't surround him completely. The six gang members made a semicircle cutting off all routes of escape. They closed in and the fight started.

X pushed back the one who appeared to be the leader. The gang pushed back, punching and pulling and kicking until X didn't think he could take anymore. One of the men grabbed him by his collar and held him up.  
It was then that X noticed something. There were only five men now.

Suddenly the guy on his left was jerked skyward at an alarming pace and was floating in the air underneath a street lamp, he was thrashing and grabbing at his neck which was turning blue.

"What the Fuc-" The man who originally confronted him was thrown back into the river with the force of a truck.

The man holding X dropped him and took off in the opposite direction screaming. He was smashed into the warehouse's wall with the same force and crumpled lifelessly to the floor.

"What the Hell man! What is it! What is it!?" The last two men screamed, afraid to move.

"I don't know! Shit!" The leader was suddenly pinned to the wall. He made a gargled noise as blood dripped from his mouth, he gripped the invisible item that stabbed through his chest, the weapon's cloaking began dissolving, revealing an enormous metal spear.

X heard a familiar clicking sound as the invisible predator revealed himself. The Yautja grabbed the last man by the throat quickly snapping it and dropping the body.

The hunter approached X who'd readied himself for another fight. But the Yautja made no further sign of aggression, instead he tilted his head and pointed to the unconscious form of Elle.

Now X was really confused, why wasn't it attacking? He noticed the clan mark on the hunter's helmet and realized it was the same marking on Elle's left cheek. There was only one Yautja that had made his identity known to MIB, the one that Elle had allied herself with in Antarctica and recognized her as one of his own after she was admitted into the Karepta Clan. Scar.

X closed his eyes and sighed in relief. He had found help at last.

 **Alpha's POV**

Far underground, the cave-in had finally stopped. Nogi dragged himself out from under a pile of rocks, for the second time. He groaned. Every scale on his body ached and was painful to the touch. He was beginning to wonder if he should double the payment from Alpha. Where was he anyway?  
"Yo boss! Where are ya?" Nogi called. Suddenly the rock beneath him shook. Realizing where he was standing Nogi leaped aside.

Alpha emerged from the pile. With one swift robotic hand, he seized Nogi by the throat.  
"You fool, how could you let them escape? It was simple. I distracted them, you capture them!" he growled.

"Hey take it easy." Nogi trembled.

"I ought to have your parts for this. But seeing as you foiled this, I don't see why I should integrate any part of you into myself." Then Alpha peered at the fast moving current below. A menacing grin formed on his face. "I know. Why don't you redeem yourself by following after them? Report if you see them. I shall join you shortly."

"Whoa, wait. What do you mean follow them? You're not going to-" Nogi tried futilely to get away.

"Arrivederci, Nogi." With that Alpha threw him into the stream.

The icy water nearly took the breath from him. Nogi switched on his heat generator inside his jacket.  
"Crazy human." he muttered. Then he saw it, a long fall into the Hudson River. Nogi paddled frantically the best he could with his claws, but the current was too strong. He plunged headlong into the river, screaming.

"Stupid alien," Alpha grumbled. He climbed his way out of the sewer.

Seeing the van, he sneered at it. He clenched a hand until green blood and hydraulic fluid oozed from his hand. The van crumpled, folding into itself. He had to have both of those agents before they could rescue the others. He couldn't let them ruin his plans, no, not when he was so close to owning the people of Earth. Sooner or later he'd have them. Then they would have to face the big, bad wolf.

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 **Federation Pov**

Kimbli, the Grand Counsel Adviser from Jee'Dang paced about nervously. For the past twenty seven Earth hours they had lost contact with MIB. And during those twenty seven hours, scouts have reported that the Hoon'tak were training and arming their fleets and army. In a couple of Earth weeks they would be here for an all-out invasion of Earth.

He gazed out of the window at the Jee'Dangian war vehicles scattered among the vessels of the Federation. All of those ships came to defend Earth, but not only because of its inhabitants. It was a major key point for a campaign for the Hoon'tak. If Earth fell to the Hoon'tak, the Federation would soon follow afterwards. They knew that with all of them fighting against the Hoon'tak they might win, but not without a huge casualty count. But it would not only consist of their ships' losses but many of the people of Earth as well. One stray shot from a Hoon'tak warship would destroy a whole city. Without MIB as a ground force to intercept these shots, Earth would be an open target gallery.

What infuriated Kimbli the most was that it was the disappearance of MIB that prompted the Hoon'tak invasion. How foolish can these humans be as to leave their own planet defenseless? It was a wonder how the pitiful species can even survive. Suddenly his com-console beeped.

"Yes?" Kimbli demanded hastily. The face of Pazul, the Mission Director, appeared on the screen.

"Honored Adviser, we have just arrived in MIB Headquarters. We searched the entire vicinity and didn't find any one."

"Have you checked the logs for any clue as to their whereabouts?"

"Affirmative. In the hour that MIB went missing, there was some interference in their com-link signals. However the message was damaged."

Kimbli leaned forward in his chair. "Then order a team to recover as much of the message as they can. Send the rest of the officers to try and work the Blackguard from Earth." With that satellite we might just increase our advantage over the Hoon'tak as well as lower Earth's casualty count, he thought.

Pazul shook his head. "No can do, sir. The Blackguard's Access Controls are encrypted with a password."

"Well then decipher it! We need every available weapon for the invasion."

"Yes sir. Pazul signing off."

Kimbli sat staring at the blue-orb planet below. "Damn it, Zed. You just sealed the fate of millions on your planet." he muttered.

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 **X's POV**

"We'll need dry 'er off. I 'andle that. You get many blankets and make bed for 'er. Move quickly." Scar said in rough English as he kicked the door open, carrying Laurel in his arms.

X had just stepped into the warehouse when a grey skinned creature with large spines, horns and three sets of enormous teeth began growling viciously at him. Scar spoke something in the Yautja language that sent the creature into a corner to lie down.

He glanced at X over his shoulder. " 'Ee does not like strangers. Get bed ready."

"Down boy." X muttered as he tried to avoid the predator hound, who continued to growl at him from his corner. X sped about the warehouse searching for anything to warm Elle. Ironic, he thought. She had saved him and now he had to save her.  
But as soon as she was okay, he would end his life.

 _OoOoOoOoOoOoOoOoOoOoOoOoOoOoOoOo_

 **Laurel's POV**

Elle awoke, finding herself covered by mounds of rough blankets, in a very unfamiliar place. Where am I? She thought. Suddenly a Yautja appeared above her. He clicked his mandibles in approval.

"Good. You awake. Keep still, I bring medicine drink."

Before Elle could reply, the Yautja left as fast as he came. Elle sat up, grimacing as her head throbbed. But it was not as painful as her sinuses. She sniffled, and then went into a bout of painful coughing.

"Oh great, just what I need, a germ-spreading human. I hope you're not contagious." a voice said nearby.

Elle turned her head and saw X leaning against the door frame. "X?" She frowned. Her stuffy head made it hard for her to recall the previous events. "How did we get here? Was that-is that Scar?"

"Hmph. You must be sicker than I thought. Alpha almost scrambled your brains, when guess who came to the rescue? Me. And yes it is your little Yautja friend" He sighed. "Must it always be the alien who saves the day?"

Elle felt too miserable to rebuke him. A low growling interrupted them.

"Get away, you mutt," X said as the hound growled at him.

Elle chuckled. "And who might that be?"

"Name is Thentko." Scar said as she came in with a bowl of steaming glowing blue goo. "Pure bred Yautja 'ound, used for flushing out game." He beamed. Scar handed her the bowl. "Medicine. Drink it all."

Elle accepted the bowl gratefully. "Thank you Scar. Why are you here?"

"Yautja 'unting party contacted MIB to arrange 'unting grounds. No one answered so I come investigate. MIB deserted no oo'mans or other kinds. I go to your quarters and Thentko track your scent."

She nodded understandingly.

X, who had been trying to avoid Thentko, looked at her with a frown. Why was she being so relaxed about a Yautja hunting party coming to hunt other humans?

Scar sat himself onto a rather large metal armchair. " 'Oo is Jee'Dangian?"

"He's my partner Xavier" Elle replied.

"Your partner? 'im? 'Ee looks like trouble to me." Scar gazed suspiciously at X, growling lightly.

"He is my partner in battle." She corrected herself.

X shook his head, he had enough of this happy hour. He turned to leave.  
Thentko hopped from his place at Laurel's feet. With one leap, he sank his teeth into X's pant leg.  
"What the-? Hey let go me!"

Elle watched in amusement.

"Thentko, DOWN!" Scar roared and dragged him away. "Sorry, 'Avier. 'Ee not usually act this way." Looking down at Thentko, and growled threateningly.

X rolled his eyes. "If anyone wants me I'll be in the other room." With that he left, earning one more bark/roar from Thentko.

Scar did the Yautja version of a shrug. "Reminds me of Kig-Yar I once 'unted on Eayn. Both very stubborn, enough reminiscing. What matters now is your 'ealth. You 'ave stay 'ere until you recover. I get more medicine."

Elle nodded and thanked him.

Scar departed the room, with Thentko in tow.

Elle enjoyed the normal conversation. It was a pleasing change from the talk of invasions, plagues, or things she usually talked about. However she knew she couldn't stay for long time. She had to leave as soon as she became well enough to walk. There was no telling how the Hoon'tak treated MIB.

Scar came in with another bowl of glowing goo. But it was the only thing he brought with him. His face bore a look of puzzlement.  
"Your partner said 'e'd be in the other room. Not there."

"What?" Elle frowned. Where could he have possibly gone off to? Unless... unless he planned to run away again, she thought angrily.

"I find this." Scar handed her a piece of paper.

"I need to take care of some business, be back soon enough." Elle read.  
She gritted her teeth. How could X just leave like that? What if Alpha found him? She couldn't imagine what he would do to him. She could only pray that he would be safe and consider returning. Suddenly the thought of herself facing Alpha alone made her lose her appetite.

 _OoOoOoOoOoOoOoOoOoOoOoOoOoOoOoOo_

 **X's POV**

X stared down at the rushing water below as he strode across the Brooklyn Bridge. The lapping waves called to him, beckoning him to jump in and end his life. They promised the end of his living under his father's shadow and of others ridicule. But no, not today. He had to hold on until he made sure Elle was well enough to handle Alpha. He had to get everything ready for her, from the weapons to transportation. The sooner these plans were made, the faster she could save what was left of MIB.

After an hour of walking he finally came to Jeebs' Pawn Shop, the place with almost any kind of weapons from the Milky Way, even from the black market.  
Upon entering, Jeebs looked up. "Oh Agent X. I'm sorry, but we're closed. Now beat it!"

"You're in a rush." X said as he saw that Jeebs was packing. "Why?"

"You'd be rushing too if you want to save your hide from the Hoon'tak invasion." Jeebs replied as he stuffed an armful of junk into the case. "There's gonna' be nothing left on this planet after the Hoon'tak and the Federation get through with each other."

"Just great." X muttered. Then loudly, "Anyway, you got anything good that could work against psychic waves?"

Jeebs sneered. "Nothing for you. Not after you tried to set me up as bait. I'm selling you nothing." Then Jeebs found himself staring down the barrel of X's Carbonizer, which emitted a shrill whine.

"Wrong answer." X said. "Now try again." He pressed the gun closer to Jeebs' head.

Jeebs frowned. "You know, now that MIB is gone, you don't have any right to hassle civilians."

X glowered but then it was replaced by a lopsided grin. With a deft hand he shot at the moose head above Jeebs.

Jeebs looked up. "What the-?" Then his head splattered as the ornament came crashing down upon him. "Bllluuuhhh...That really stings!" Jeebs complained as his head reformed itself.

X seized him by the front of his jacket. "I don't need MIB authorization to kick your ass. Now show me the merchandise."

"Fine, fine." He reached down and pressed a button beneath the counter. Shelves flipped over to reveal the hidden lethal goods inside. There laying in the middle of a shelf was what X was seeking for. He examined the Noisy Cricket, and a disk with enough juice to nullify five-thousand nics of psychic energy, evening the odds in favor of the user.  
"That'll be two-hundred dollars for that."

X took two of them. "I can't pay for these now, but put them on my tab." He headed for the door.

"Sure." Jeebs grumbled. Then suddenly a thought hit him. "Hey wait a minute! Your tab is on MIB's account. How will you pay-"

"They'll be back," X called over his shoulder. "Just put it on hold."

 _OoOoOoOoOoOoOoOoOoOoOoOoOoOoOoOo_

Upon entering the Internet Café, X immediately chose a computer in the most secluded area. With the Pulsar Chargers in hand, all he had to do was get a few more weapons and the Enzyme-E tablets. He wanted to get the MIB vault but going blindly into HQ without knowing who was there. Petty thugs or cutthroats might have taken over. Worse, Alpha could be there waiting in ambush. But even if it was a foe at the other end, they would trace him to the café. By then, he would be long gone from here.

After punching in a few codes in, he finally went into MIB's mainframe. He accessed the surveillance systems and waited anxiously for the images to appear. Finally, the cameras revealed what he had never would expect, Jee'Dangian soldiers lining the corridors. X wanted very much to contact them, but knew that it could be a trick. There was one way to determine if they really were what they seemed to be.


	5. Chapter 5

_Kimbli-_ _An original character created by JeeDang2000. Kimbli is a Jee'Dangian who serves as the council adviser for the Galactic Federation._

 _Sangheili-_ _A species of reptillian aliens from the 'Halo' universe. The Sangheili are a warrior race much like the Yautja both in culture and Sangheili are prided warriors and are known for their strict code of honor._

 _Yautja Prime-_ _The home planet of the Yautja species, currently under control of the traditional Yautja species._

 _Sonic Disrupter-_ _A weapon created by JeeDang2000. It uses sonic waves, in the same way a sound cannon works, to blast through anything in front of it._

 _Hoon'tak Buzzard/Vultures-_ _A class of warship designed by Hoon'tak for Hoon'tak use in war and invasions._

 _Quince-_ _A planet created by Komodithrax in the Alpha Centaurie system. It is a small semi habitabal planetoid with one large see and small forests of Ginko like trees. The atmosphere consists of a mixture of Oxygen and Hydrogen._

 _Alpha Centaurie System-_ _The nearest star system to Earth._

 _Shadow of Intent-_ _An Assualt Class Carrier ship from the 'Halo' series. The Shadow of Intent was built for use in the Human Covenant war. After The Great Schism the ship remained in Sangheili control and was eventually used as the flag ship for the New Covenant._

 _Rtas'Vadum-_ _A Sangheili commander from the 'Halo' series. Rtas' was first seen in 'The Mona Lisa' where he fought alongside Lopez and Agent L against the Flood. After returning to the Covenant he joined the Arbiter during the Great Schism and became shipmaster for the New Covenant._

 _New Covenant-_ _A religious and government group from the 'Halo' series. The New Covenant was formed after The Great Schism and the destruction of the original Covenant. It is a large scale organization made up of the governments of other alien species who all worship the Forerunners and Precursors._

 _General Zhao Heng Lopez-_ _A soldier from the UNSC army in the 'Halo' series. She was first seen in the 'Mona Lisa' where she fought with Rtas'Vadum and Agent L against the Flood. Later she became general to the UNSC army and comander of the 'Valiant'._

 _OoOoOoOoOoOoOoOoOoOoOoOoOoOoOoOo_

 **Kimbli's Pov**

Kimbli watched agitated as the Federation Forces began to get into formation. Within eight Earth days, the Hoon'tak fleet would arrive. He had hoped a conflict with the Hoon'tak would be avoidable. However seeing it wasn't going to be this way, Kimbli could only wish that the Blackguard was enough to drive the majority of the Hoon'tak back. But even now, that trump card couldn't be played, being that the Blackguard was still nonfunctional.  
Impatiently, Kimbli opened a link to Pazul. Surely the Mission Director had accomplished something by now.

Pazul appeared unto the screen. "Yes, Honored Adviser?"

"What is the status on the transmission?"

"It's just as we have anticipated. The data stream is too corrupted. We couldn't retrieve anything."

Kimbli clenched his hands upon the armrests of his hover chair. That had been their last stab at locating MIB. "And the Blackguard?"

"Still working on it sir."

"Then abandon working on the transmission. Focus all efforts on that Blackguard satellite. I want that up and functional before the Hoon'tak arrive."

"Yes sir." Pazul obliged with a nod before the screen blackened.

But as soon as he was off, then the com-console signaled another incoming call.  
"Yes, what is it?" Kimbli snapped. Then his eyes widened at who it was. It was a fiery-red haired human, but that wasn't the only thing that caught his attention. The black suit was quite a wonderful sight to behold after all the stress Kimbli been through.

"Honored Adviser, are any Jee'Dangian forces deployed at MIB Headquarters?" The human asked without preamble. Kimbli was taken back by his audacity. Still, it was not the time to discuss protocols.

"Yes, I sent them-"

"Good. Did you find anything as to where the Hoon'tak have taken MIB?"

This human was getting on his nerves. But at least he knew now what had happened to MIB.  
"I'm afraid not. Perhaps you can assist us by giving us the Blackguard's access codes?"

The human frowned. "What do you need that for?"

"Don't tell me that you didn't hear that the Hoon'tak are about to invade Earth."

The human swore under his breath. What Kimbli found amusing was that it sounded like Jee'Dangian curses.  
"Fine, I'll give you the code. First, are we on a secure link?"

"Yes we are."

"OK, it's Gamma-Omnicron four-six-two. Got it?"

Kimbli nodded. "Are there any others with you?"

"Yes, my partner Agent Elle. Right now I need you to give me clearance to MIB Headquarters. I need to get weapons for her and a few other things."

"Very well, they'll be expecting you. Good luck, human."

The agent's face scowled in offense.

"Have I insulted you?" Kimbli asked in puzzlement.

"I'm not a human!" He exclaimed in a whisper. Then bending forward and glancing about, he pulled his mask up a bit to reveal the alien within. Then slid it back down.

Kimbli's insides shook with laughter. In a clear voice he said, "Ah, then it's you Xavier, I had heard that Linn'Dunn had sent to Earth. Nevertheless, good bye and good luck." But just as they were about to disconnect, another call came in on the emergency frequency link.

"What's going on?" X asked, forgetting the incident.

"Excuse me, Agent Xavier." Kimbli pressed a button. The screen split into two, one showing X and the other a young private. "Yes?" The private's face was a lighter shade of green than usual.

What's wrong with him, X wondered.

"Honored Adviser, MIB." The private nodded. "We have an incoming transmission from the Hoon'tak fleet. Do you want me to transfer the call to you in your-"

"Just transfer it here."

"Yes sir." Then the screen switched from the private to someone that Kimbli and X never would have expected. In full Hoon'tak admiral attire, was Zed.

 _OoOoOoOoOoOoOoOoOoOoOoOoOoOoOoOo_

 **Nogi's Pov**

Nogi dragged himself from the black river muck. He hissed in disgust as he tried to remove it, only to find that it stuck with great tenacity to his scales and had begun to harden. No matter. With the green Alpha offered he could afford a real good rub-down, with the works and the ladies.

Savoring this thought, he inched his way toward the shore. Just as he was a few feet from land, he stumbled. Cursing in his native tongue, Nogi was about to continue his trek when he spotted something protruding from the water. He drew it out and examined it. A crooked grin drew across his face when he realized that it was the carte noir of one of the MIB. They were close.

He glanced about his surroundings. Nothing but warehouses as far as he could see. Old cracked pavement, chipped paint, and not a life form anywhere. He clambered unto dry ground and stopped. Lowered his snout he caught a whiff of the scent of one of his bounties. Faint, but still there. He followed the scent up to an old brown warehouse. The smell was the strongest here. No mistaking the stench of wet human.

 **Laurel's POV**

Laurel smiled contently as she sipped some of the green energy goo Scar brewed. Although one of the strangest concoctions, smelling of wet coal it had a taste that distinctly mimicked chocolate chip cookies. And after all the stresses of the day, she needed it to lift her spirits.  
She was getting better and fast, and so in repayment of the Yautja's hospitality, she helped clean some of his trophy skulls and weapons. It was quite funny that she found these mundane chores to be so engaging. But she figured it must be the training the Yautja and Sangheili gave her, she'd integrated some of their culture into her own.

Finished with her work early, Elle decided to read the rest of a data pad until Scar was back from hunting. Pressing the activation button, she entered into the world of Yautja Prime with its strict traditional ceremonies into adulthood and glorified hunts. Entitled 'Pride and Honor', its author an elder hunter of the Karepta clan as Scar was, spun a spectacular tale of wit, humor, and tradition about the romance between the two Yautja's from different clans.

Her water proof digital watch beeped the hour of six p.m. as Elle finally finished the digital novel. She placed the data-pad carefully into its container, and gave a good stretch. The goo had long been cold from the duration of her reading. Elle grimaced at the now sour taste and headed for Scar's ship, which was hidden in the largeness of the warehouse. Strolling down the long corridor, she wondered when her hunter friend would be back.

But seeing him again brought back the painful memories of her first partner. She remembered agent R, the Argonian who she had loved and trusted with her life. They were madly in love, but it wasn't meant to be. During the exploration of a Yautja temple in Antarctica R had been captured and killed by the resident pack of Xenomorphs. She and Scar were the only survivors.

Afterwards depression set in and she had even thought of suicide, but new R wouldn't have wanted her to end it that way. That was the coward's way out. After several months of therapy, she was released by the psychiatrist. Only she didn't return back to the field. Instead Zed put her in the lab for almost three years. Laurel knew that she was capable of doing more, so she accepted the hunting and training the Sangheili and Yautja offered her, becoming stronger every day. Until Zed put her with X, who offered an escape from the uneventful life in the lab.  
But even when she began living again, she couldn't accept him immediately.

MIB, the organization that gave her a new home and a new life. What were the Hoon'tak doing to them now? Where had they taken them? Were Jay and Kay still alive? Laurel suddenly felt infuriated, her family was in danger. Elle sighed. She couldn't stay, she had to get out there and search for them. And no Hoon'tak or Alpha was going to stop her.

Making up her mind, she decided to tell Scar that she was going to leave today, despite her condition. She stepped into the other room. And almost fell when Thentko came dashing from it. The hound roared loudly.  
"Thentko!" Elle exclaimed. "What's wrong?" She pulled herself up and started for the other room once again, only to be snagged back when Thentko bit onto her skirt, causing a tear.

Elle frowned. Thentko had already torn up her jacket. What on Earth was he doing? Then it hit her...Animals could sense danger. Thentko roared furiously toward the other room. His spines were raised and spittle flew from his mouth.  
She reached into her coat pocket. Elle was relieved to feel the comforting presence of her Carbonizer. Leaning against the wall next to the doorway, she fingered the trigger, preparing to face her stalker. Thentko bared his teeth and growled.

It seemed like an eternity of waiting, but the truth was only ten seconds had went by. Suddenly a massive explosion shook the house and a windows shattered. Elle grimaced in pain. It felt as if her eardrum was punctured. She knew what her assailant was armed with now. A Sonic Disruptor. One blast could strip the flesh from a human's frame.

For all she knew it could be Alpha just around the corner. She cursed X for abandoning her at a time like this. Shoving aside her fear she focused her anger on nailing her perp before he did her. She whipped her weapon in front of her as she faced the makeshift kitchen. Only to find nothing but splintered glass covering the floor. No one was outside the window.

Then the window next to her burst. A shower of glass rained upon her. Elle turned to face it, but already her attacker pinned her to the wall. Knocking her hand against the wall, Nogi dislodged her weapon from her grip.

Nogi seized her throat with his claws and sneered. "That was way too easy," he hissed. "Really, I expected more of a challenge."

Thentko roared and sank his teeth into Nogi's tail. Nogi cried out and tried to snatch Thentko with his free hand. Thentko dodged and leaped at his arm tearing viciously at the scale armor flesh.

Elle grunted, trying to squirm from his foul breath. He was almost too strong for her. Thinking quickly, she kicked with full force at his underside. Nogi's eyes went wide and he collapsed into a miserable heap. Thentko began tearing into him again.

Elle snatched the Sonic Disruptor from the floor and locked it on him. She knew full well that she should have been retreating by now. But something inside her snapped like a dry stick. To hell with procedure! She was tired of running away. Tired of being hunted while MIB was endangered.  
"Thentko heel. Nogi, don't move or I'll shoot!" Elle growled between her teeth. She was surprised at the ferocity in her voice.

Nogi groaned and looked up at the barrel of the Disruptor. He blinked, dumbfounded at how the tables quickly changed.

Elle kept the gun on him as she favored her right foot, the same one she had kicked him with. It had begun to swell but she couldn't feel it, not with all the contempt she had in her for Nogi.

Suddenly a clamor resounded from the front door. Scar rushed. He was furious at the overgrown lizard. Clicking his mandibles in anger and cursed in Yautja at Nogi. Then to Elle's amusement, he socked Nogi with an upward blow to his snout. Dizzied by the impact of pain, Nogi passed out.

"Scar, I need to use your communicator." She stated absently.

 _OoOoOoOoOoOoOoOoOoOoOoOoOoOoOoOo_

 **Kimbli's Pov**

Zed gave them a broad smile, which had anything but warmth behind it. He spread his hands in false welcome to them.  
"Greetings Federation. I have called on behalf of the Hoon'tak Forces to inform you that you have the choice of preventing unnecessary bloodshed. Turn away now and return to your home worlds. In doing so, the Hoon'tak will be merciful enough to spare you and your families. But if opposition is met we will crush your armies and no one will be spared from the slaughter." He said this calmly, as if it were an invitation rather than a threat. But it was his eyes alone that sent chills down X's spine. Totally devoid of life, they were nothing but stones set in those dark sockets. And despite the fact that they were on a communications link, X could still sense the darkness within them, almost as if Evil had become incarnate through Zed.

X glanced at the screen of Kimbli, wondering if he felt the same way. If he had, the only indication of it would be his slightly parted lips, which he set as he listened to Zed's chilling words.

"You can tell the Hoon'tak that we don't run away from the line of duty. That we would rather die than to let them capture our people. If we did surrender, they would only enslave us and our families. And we refuse to go down without a fight." Kimbli said sternly.

Zed was quiet for a while. Then he nodded. "So be it. However if you change your mind it's not too late. We are still eight days away. But if you don't..." He stepped to one side, disappearing from the range of the com-screen, revealing a sight that made X's heart skip a beat and his insides tighten.

Outside of the window of Zed's ship were thousands perhaps millions of battle cruisers. So many that the stars were obscured by the multitude.  
They moved as one. Giving the impression of a massive beast, that would devour anyone or anything that dared to challenge its strength.  
A third of them consisted of Hoon'tak Buzzards and Vultures, the rest were from enslaved cultures or even from the Federation.  
Zed stepped back into com-screen range, his face still impassive.  
"I hope you reconsider your decision, for you and your people's sake."

With that his screen went blank.

Kimbli's screen maximized to cover the empty space. The Adviser himself seemed preoccupied with his own thoughts, that X wondered if he had forgotten his presence. What was he going to do now?  
Eventually Kimbli recomposed himself and he set his lips into a grim line. "I'm afraid we'll have to talk some other time Agent Xavier. I must meet with the other dignitaries to discuss this new turn of events."

A sneaking suspicion formed at the back of X's mind. His eyes widened. The Federation couldn't possibly consider the grotesque option!  
"Sir, you're aware that the captured forces are merely civilians, are you not?" he demanded.

Kimbli nodded solemnly. "I'm aware. However it is not my choice to make, it is the Federation's."

X scowled with rage, but he struggled to keep his temper in check. Elle had told him that it's best not to lose ones temper to keep control of the situation.  
"Oh, so you will allow your forces to slaughter millions to save your own asses."

"If the situation arises, we must defend ourselves. Besides we can't let Earth fall to the Hoon'tak, billions depend on us to drive them back."

"Dammit!" X hissed and slammed a fist unto the table. "We're not gods! Since when can we decide who lives and who dies? You can't kill people who aren't aware of their actions for the sake of others!"

Kimbli glowered at him. "Please, Xavier. We can't let them hurt their own people. I'm sure they would rather die than remain slaves to the Hoon'tak and kill their own people. The Federation and I must accept this responsibility if we run out of all other options."

"Oh, you haven't exhausted all the other options yet." X replied hotly. So much for control, he thought. "You still got me." Then his screen went blank.

Kimbli sighed. He knew that it was a very slim chance that Xavier, if no one else, could deter the conflict that awaits them. Yet he couldn't help hoping that he could do something. The youth's fiery spirit had lifted his own, convincing him that there's always a fighting chance. No doubt the boy's father would have been proud of him if he had been alive.

 **Laurel's Pov**

Grimacing, Elle touched the tender skin about her slightly swollen ankle. Luckily it wasn't that bad. The vid-screen she'd borrowed from Scar went black.

" 'Ave you made call?" Scar asked stepping into the ship.

"Yes, they agreed to meet me on Quince in the Alpha Centaurie system. Can you take me there when X returns?"

Scar clicked his mandibles a few times and nodded. "They all coming?"

"I called the 'Shadow of Intent' Rtas'Vadum and the Sangheili will come and so will much of the New Covenant, if I can rally them, others will follow. General Lopez said she'd also meet us."

"The Karepta clan will join you sister" Scar said proudly.

"Thank you, brother." Elle said grateful for her friend's assistance.  
Laurel glanced over at Nogi who sat still unconscious on a folding chair. His arms and legs were chained with near unbreakable Yautja rope. His snout had turned a bruised dark gray in contrast to his green scales. Laurel knew he was sure in for a major headache as soon as he awakens.  
"I need to go find X."

Scar nodded.

She had wished it wouldn't have to come to this. Many would die. She inspected her ankle and determined that it was fit to walk upon.  
Snatching up all her belongings, as well as her MIB key card, she headed for the main room. Working quickly she place the levitator belt on Nogi. His body rose and she began to push him ahead of her towards the front door. She looked back once more, making sure she had everything. Seeing that see did, she vanished into the night, leaving no trace of ever having been there.

 _OoOoOoOoOoOoOoOoOoOoOoOoOoOoOoOo_

 **Kablin's Pov**

Star ship Captain Kablin shifted his feet angrily as the elevator continued its descent into the bowels of the Malaiki. He had sent several requests for a more modernized ship for his crew, all of which were declined by the Hoon'tak Superiors, whose reports read that their present ship was 'more than adequate for warfare and equipped to their needs.' What outraged Kablin was that the Superiors had not even sent one inspector to justify their quick judgment.

The Malaiki was merely a converted merchant vessel which was modified to include a destructive weapons drives. In truth it was just a junker warship, sewn together with scraps of other destroyed vessels topped with primitive weaponry. But the situation with getting a new ship was not the worst of it. Kablin had sent a myriad of requests to every senior officer (in hope that maybe just one of their approval signatures would catch the eye of the Superiors) that begged for more supplies. Their inventory had dwindled so drastically that there were several cases of malnutrition among the crew, scurvy had broken out, it was only Kablin's leadership that kept their spirits up, and from causing mutiny.

He knew however that they needed those supplies fast. The elevator clattered to a stop and its doors parted, revealing the narrow corridor that led to the crew recreational facilities. Kablin proceeded through the passage, stopping now and then to peer into the crew members' quarters and offer a cheery word. But even his warm words of encouragement did little good to improve their harsh living conditions.  
The captain's heart ached in sympathy for his men. Cramped into tiny, filthy chambers, the rooms seem to provide not a place for them to rest but rather more like storage compartments for their weary bodies. The sick clutched to their threadbare blankets in futile attempt to keep out the cold. Their legs and arms were so blue, that Kablin wondered if they could feel their appendages at all. Just another grim reminder that they didn't have the spare electricity to keep even themselves warm. The worst of it was that most of their energy resources went to just barely fueling the basic functions of the ship. Another thing the Superiors had failed to acknowledge.

Kablin pondered on this a bit. If the Hoon'tak truly considered them allies, they would have helped them in their crisis. It seems however that the Superiors were ignoring their cries for help.  
Their own ships were equipped for their comfort, so why not them? Was it simply because they weren't Hoon'taks themselves?  
He sighed as he headed for the Debriefing Chamber. Another pointless meeting of endless reports of their problems. Nothing seemed to ever be accomplished, only talked about.

The doors of the chamber parted before him and he entered...and found a robotic atrocity standing beside Admiral Zafirr.

Kablin's hand went automatically to his trusty Carbonizer (though he could not remember how he obtained it) by his side. He tried to pull it out but surprisingly his hand wouldn't respond. Confused, his mind tried to make sense of his ordeal. Then he realized that the being was psychic.

"Good evening, Captain." Zafirr greeted him curtly. He gestured his head toward his ghastly companion. "This is General Alpha from the Sector Nine-Twelve. He recently just boarded our ship and shall be accompanying us on our invasion."

Kablin glared in distaste at the unkempt cyborg before him and wondered what the heck the Superiors were thinking when they hired him. He made a once over of the general. The general wasn't really that tall, in fact he was on the short side. With his great girth, age, and deep authoritative voice he commanded attention however.

Admiral Zafirr was human, like Kablin. But there was something amiss about him. His hard gray eyes were cold and cruel beyond anyone or anything Kablin could imagine. And he seemed to move stiffly like a broken marionette puppet. Now Zafirr gazed at him with those stone eyes of his.  
Despite the faraway look in them, Kablin could sense the general was examining him as one would to an insect. Kablin realized that Zafirr was expecting him to respond.  
He cleared his throat. "Welcome aboard General. It's an honor to have you." He reluctantly held out a hand.

Alpha gripped it, squeezing with strength that matched his metallic physique.

Kablin grimaced at his claws, which were stained a dark crimson hue, like the color of dried blood. No doubt he would be washing his hands consecutively to rid himself of filth from his hands as well as his mind.

"Indeed it should." He growled in a tone that made Kablin flinch.

"The General requests a tour of the ship, Captain. I would myself be host if an important matter had not arisen..." Zafirr trailed off.

Kablin groaned inwardly. He knew that he would have the unfortunate luck of conducting the tour.  
He nodded. "Of course, general. I will take the responsibility." Without looking at the visitor, Kablin headed for the door and stood next to it, waiting for the General to proceed.

Alpha did so, and the doors slid open to his presence. A scream filled the air. Kablin sighed. The tour was already bad news as it was, now to top off that list of annoyances are the stares his fellow crewmen would give them. Kablin shook his head and followed Alpha. This had 'long day' written all over it.

"I didn't get your name, captain." the General said as they strode down the corridor.

Kablin frowned in suspicion. "It's Captain Kablin." he finally replied.

"Kablin...that name doesn't do you justice. Such a lowly name for an experienced veteran as yourself."

"You heard about me? From whom?" Kablin was excited. Praises like these were rare. With luck, maybe the Hoon'tak would finally notice him.

Alpha gave him a toothy grin. "I have my sources. You know, I have a better name that might suit you well."

"What's that?"

"Kay."

Kablin stopped their walk. "Kay." he said, trying it on his tongue. "I like that. At least it doesn't mean 'Dung Eater'. "

Alpha let out a rumbling chuckle. "Well Kay, shall we continue our tour?"

The captain smiled. Maybe this admiral wasn't so bad after all. Perhaps he would sign his signature on his surplus supplies petition. "Yes, let's."


	6. Chapter 6

_Decron-_ _A fictional measurment created by JeeDang2000. 1 Decron = 25 millions miles_

 _Trelsh-_ _A vastly unexplored star system._

 _OoOoOoOoOoOoOoOoOoOoOoOoOoOoOoOo_

 **X's Pov**

X paid the taxi driver hastily before taking off toward the granite, inconspicuous building known as MIB headquarters. Time was everything. Earth had to be ready for a full-scale invasion. Although X had no love for humans, it wasn't right to just allow them to be ignorant of their impending doom. The result of that would be a world-scale massacre that would remain on X's conscious. The guilt would never be washed away and he had no desired to carry it to his grave.

Before the elevator could completely open, X slipped through the narrow opening. He took the steps two by two, ignoring the stitch in his side. At the top he found who he was looking for.

A Jee'Dangian Brigadier Officer nodded to him in acknowledgement. "Grand Adviser Kimbli told us you were coming."  
There was no mincing about in his words, everything was business.  
"There's almost no chance of saving MIB once the Hoon'tak forces arrive with their reinforcements, so we must send a counter resistance before that can occur. Our forces will be ready in two days. I suggest you prepare yourself in the meantime. Review our scout's reports and form your attack plan." He thrust a small stack of files towards X unceremoniously. Without another word, the officer clicked his heels together and strode away in brisk steps.

Disregarding the thought of how the officer reminded him of Agent U, X did a few calculations in his head. Only six days would be left before the Hoon'tak invasion began. By the time the counter force would intercept the enemy, the Hoon'tak would be only one decron away from Earth, right at the planet humans called Venus. That was too damn close. They could not afford to delay too long, lest the Hoon'tak would press their advantage and be right upon them before they were ready.

X headed for the kitchenette. He needed a cup of coffee bad. He pushed the door and entered...

...only to find Elle standing there expecting him. And the look on her face dispelled all of X's previous doubts on the validity of her story on her part in taking down Edgar bug.

"Where the hell were you?" She demanded icily.

Oh boy, X thought. There was no chance of playing the ignorant trump card. Better to lay down the facts.  
"Just done a little shopping that's all." He replied as casually as he could. Jeez, she was giving him the creeps. He lifted up the merchandise he 'bought' from Jeebs and placed it on the counter.

"Do you have any idea what I just been through?" Elle glared at him. "While you were busy running away, I had to deal with Nogi. For all you might have known, it could have been Alpha. And I might have been haunting you for the rest of your miserable life!"

X stepped back in surprise. This was one facet in Elle's personality that he had never seen before. Even with the case of the Baruga, she never been this pissed.  
"I didn't think-"

"Of course you didn't think!" Elle snapped. "You are so wrapped up in your own mind that there's no need to worry about a puny human like me."

X glowered. "That's not what I meant. I was saying that I didn't think you would want me about anyway." He waved the files about. "The battle cruisers are ready for your departure in two hours. I suggest you review the scout reports before then." He dropped the files unto the table.

Elle glanced down at it then looked back to X. She frowned. "Whoa, Cowboy. What do you mean me? There's no way in all nine layers of hell I'm going up against the Hoon'tak partner-less. That's just plain suicidal. Besides I think I might be able to get some reinforcements so I need to tell the adviser."  
Something she had said caught X's attention. For he actually looked straight at her.

"Come again?" He asked interestingly.

Then it hit her of what he was intending to do. She threw up her hands. "I don't believe it. I'm stuck with a hopeless case! Earth is about to go to hell in a hand basket and my partner's still thinking about his pathetic excuse for ending his life!"

"Not like you care, human." X grumbled.

"What do you mean by that? Who was the one who had to save your cowardly ass from overdosing? Or has your warped mind forgotten?"

"You should have left me be."

Elle rubbed her temples in frustration. She decided to take it slow. "Okay, tell me why did you run away in the first place?"

"Thought it was obvious enough that even a human can perceive." X replied. "I'm fed up with the bullshit I have to take from Zed and those miserable-excuses-for-agents."

Elle nodded. There were days when she felt the same, which was understandable. Next question. "And you don't care that if the Jee'Dangian authorities caught you, you would be thrown in prison."

"Don't expect them to. I know their methods backwards and forwards. They would never lay a hand on me." X answered smugly.

"And what about your family back home? How would they feel if they had to house a fugitive?"  
Elle knew she struck a chord. One second she saw hurt on his features, the next it was replaced with an expression of embitterment.

X scoffed. "My family? They wouldn't give a damn. I'll bet they'll even be disappointed that I didn't get caught."

Bingo, she snagged the first thread. Time to trace it to the source. "So it's your family that drives you to kill yourself?"

X kept silent and avoided her eyes.

Elle figured she had to ease it out of him. "Do you love your family?"

He looked at her in disbelief. "Didn't you hear what I just said?"

"There's a difference between liking and loving your family, you know."

"I guess I do." He said reluctantly.

"Then why would you try to do this to them?" Elle got him where she wanted.

X, realizing there was no escape sighed. "It's because of how they expect me to carry my father's reputation. They expect me to be perfect like him." He paused as if to try to fit into words exactly how he felt. "And the problem is I'm anything short of how famous and powerful my militant father was. Ever since he was killed on a recon mission I was forced to uphold the family honor, being the eldest son and all. The point is I have no desire for the military life. It just doesn't have the same thrill. In a war, your enemy doesn't have a face, you know. You're fighting an automaton. With police work your perp has a face and a style that keeps you guessing."

Elle nodded, that made sense. It was the same thrill she sought that drove her away from the lab. Ever since she escaped the 'Mona Lisa', she refused to submit itself into tedious tasks of little importance. Her life changed that day. She knew that if she was placed under X's situation, she would have gone out of her mind.

X sat down and glared at his cup of coffee as if to search for the meaning of life beneath its dark surface. "Mother wasn't very supportive of my choice to be a law reinforcement officer. She has a strange way with dealing with disappointment, and that was by criticism. And my father's sister, my aunt she would rave on and on how her poor brother would turn in his grave if he ever found out what I was doing with my life." His brow furrowed. "Do you have any idea how it feels to live in the shadow of someone you are not?"

Elle tightened her lips and nodded. "More than you can guess."

He stared at her for a moment then understood. MIB looked to her as a bridge between them and the Yautja and Sangheili. They more or less used her like an ambassador to the warrior races. She did understand.

"But that's called life, X. Everyone expects you to be something you're not. Some people go along with it, losing their sanity, and their life ends in the mad house. But my attitude is 'just be yourself.' You can't live as what other people see you as, but as how you see yourself." She sipped at her cup. "Is it your family that drives you to do those stupid stunts of yours?"

X laughed cynically. "You can bet your small ears on that one."

She shook her head. "And I thought Agent U was the worst bootlicker." She laughed.

X feigned offense. "What? Me a bootlicker? What about the time you kept fondling after the twins for information about that case half a year ago?"

Elle almost gagged on her coffee. "Who told you-JAY!" She clenched her teeth and muttered under her breath that sounded to X something like ...gonna' make him Zeeltor's new pet guinea pig.'

X smirked and Elle for some reason was glad to see it again. It was better than seeing a self-pitying Jee'Dangian that's for sure.  
The old MIB clock signaled the time and interrupted their talk. Only two hours to go and neither of them had reviewed the reports.

Elle sighed. "Well, my point is X, you shouldn't live your life the way someone else wants it. And don't expect them to be happy with your decision, but what's important is that you're happy." She said this as if it was her last plea to X to come to his senses.

X frowned. "I'll think about it, human." was his only reply.

Elle shook her head. Talk about stubborn. "I have to make a quick call." She picked up her communicator and clicked a button.  
An elder Jee'Dangian appeared.  
"Adviser Kimbli, I'm agent Elle of MIB, I might be able to get the Federation some much needed reinforcements."

Kimbli stared at the human in shock. "Well there is some good news I suppose."

"I need you to meet them on planet Quince in the Alpha Centaurie system."

This human was even more aggravating than X, he thought. "Why the Centaurie system? Haven't we already traveled far enough that-"

"Adviser Kimbli now is not the time to argue, if we can rally these reinforcements it could mean the difference between thousands of lives! Now with all due respect please get moving before the Hoon'tak arsenal is up all of our asses!"

Kimbli stared at her in shock mouth agape. "Very well, you'd better be right about this." The screen went black.

Pocketing the device, she plucked a file from the stash X brought in and walked to the door. At the threshold, she turned back.  
"I want to be sure my partner's all there during the heat of battle. Now I have to go and do something crazy. If you decide to get over this pity party you can meet me on Alpha Centaurie, I could really use my partner back."

With that last statement, she left. X sat back down, lost in thought.

 _OoOoOoOoOoOoOoOoOoOoOoOoOoOoOoOo_

 **Kay's Pov**

Captain Kablin stood at the front of the bridge, staring at the schematics of the star system called Trelsh. The fleet would near its destination, Earth in approximately seven days.

Back in the Briefing Room, Kablin learned that Earth was an M- Class planet, quite habitable in most places except its poles, and home to a wide range of flora and fauna. Yet he felt there was more to it than that. A persistent nagging in the back of his mind kept telling him that the planet was familiar.  
Kablin knew it was impossible of course. He had lived on the third planet of the Hoon'tak system called Hizuk for all of his life. Well his life as far back as he could remember. He didn't recall his past but just the present though. And that bothered him a lot.

"Captain?" Startled out of his reverie, Kablin turned to face Zafirr.

"Yes, Admiral?"

"The brig requires someone to aid them in...Persuading a certain prisoner to speak. Our dear guest is a scientist, and a good one at that. I want you to go easy on him if he cooperates and helps upgrade our weapons systems."

Kablin blinked. "And if he refuses?"

"Then you may proceed to break him in until he yields." Zafirr answered matter-of-factly in the same impassive tone.

Kablin bowed and headed for the brig. Excitement was in his step. With the oncoming battle ahead, the Hoon'tak had provided little technology for their forces.  
Yet here in the Malaiki itself was the answer to that problem. This prisoner had the knowledge needed for their survival. All Kablin had to do was force the information out of him.

The elevator slowed as it finished its descent into the lower levels. Finally, the doors hissed open. Kablin stepped out and nodded in greeting to the head warden. Wordlessly, the warden turned and led the way to the prisoner.

They quickly moved through the maze of cells, the warden struck the hands of the inmates reaching out, begging for food. As they proceeded deeper and deeper into the labyrinth, the cells got dingier and dingier, with more complex strains of space algae growing on the walls.  
Finally they arrived at Cell two-hundred and sixty-seven. Kablin noticed that this cell was not as heavily locked as the other cells and began to wonder what kind of prisoner would be allowed such a privilege.

The warden smiled, revealing gaping hole in his teeth. "This fellow's sure a nutter, but he's harmless enough, entertained me and the boys with his jokes and stories."

Kablin shook his head. "Nonetheless, you should not allow such lack of security. The Admiral would not have tolerated it."

Widening his eyes, the warden stammered, "I ain't meant harm, jest don't report me this time sir. I'll make sure it won't happen again."

The captain nodded. "Very well. Now if you please." He gestured toward the cell door.

"Course, Captain. My apologies." The warden whipped out an enormous ring of keys and fumbled through it. He jammed a dull silver key into the lock and unbolted the door. The door creaked loudly on its hinges.

Again Kablin was taken back by the luxury that the prisoner was given. Whereas his fellow inmates had only a bench, a bucket for waste products, and filthy water to drink and for personal use, he had a small cot complete with blankets and linen. A steel toilet sat in one corner and a porcelain sink was nearby with a towel hanging by it.

Sitting on the cot, whistling as he was reading 'Quantum Physics for Dummies', sat the prisoner, Dr. Zan'Dozz Zeeltor.

Zeeltor stopped whistling and peered over the book. "Oh," he exclaimed, dropping the book unto the bed, and rushing to greet his arrivals. "Hello, welcome."  
This was the scientist that was supposed to help them with defenses? If Kablin didn't know otherwise, he would have thought the Admiral had a sense of humor. Well, time to start.

"Er, Doctor would you have a seat? There are some matters I wish to discuss with you."

The interrogation began simple enough. First, Kablin got an idea of how much the doctor knew on shield generators. The doctor cooperated well enough, almost eager in fact of sharing this knowledge. Now for the big question.  
"Now Dr. Zeeltor. You're aware of the condition this ship is in. Therefore we require your expertise in upgrading our weapons systems. Now we-" As he was saying this, Zeeltor was shaking his head vigorously.

"I'm sorry, Captain but I refuse to play a part in your massacre in the battle ahead. However, I could tell you how to upgrade your defense but," The Zekklom stared at the warden apprehensively.

Kablin understood. "Lieutenant, report back to your station. I'll handle it from here."

The warden nodded and exited the cell, locking the door behind him. Once the captain had finished the interrogation, he could simply signal to the camera in the cell and be let out.

The warden felt there was no harm in leaving Kablin in there with such a weak prisoner.

Seeing the warden gone, Zeeltor sighed. He had only approximately sixty seconds.  
"Agent Kay, you don't belong here."

What the hell, Kablin thought. Only Alpha knew about his other name. And what was the doctor babbling about?

"Your home is Earth, the same planet you're about to annihilate." Zeeltor said quickly. "The Hoon'tak have deleted your previous memories and implanted fake ones."

"Okay, I let the warden leave so you could tell me about the defenses, so stop making up wild-"

"Don't you ever wonder why you can't recall your past? Please." Zeeltor pleaded, coming uncomfortably close to Kablin. "You've got to remember. The Hoon'tak they're using you. They've-"

Kablin stood up. "I refuse to listen to your lies, now give me the weapons plans."

"But you can't-"

Now Kablin lost his temper. His training at the Hoon'tak Academy came into play.  
"Tell me the plans damn it." He pulled out the whip from its holster. He uncoiled and activated it. Not really wanting to hurt the doctor unless necessary, he put the whip at its lowest setting.

Zeeltor backed up quickly on seeing the weapon, his eyes had the frantic look of a cornered mouse. He raised his arm to defend himself, lest the whip came down upon him.  
"Please, don't-"

"Then tell me." Kablin hissed, menacingly brandishing the whip. On the ground, cackling with blue-white electricity, it laid there like a venomous snake.

Zeeltor nodded and swallowed. "Fine I will. The plans are on this." He reached out slowly so as to not make an alarming move to his captor. From the book he pulled out a disk, and offered it toward Kablin.

Kablin glared at him suspiciously but took it and slipped it inside his vest pocket. "For your sake, this better not be a trick." He deactivated the whip and restored it back to its place by his side.

Zeeltor tensed, as Kablin left. He worried that the warden would have caught wind of his plan. Zeeltor prayed to his ancestors for luck.

 _OoOoOoOoOoOoOoOoOoOoOoOoOoOoOoOo_

 **Alpha's Pov**

Alpha sneered in disgust and anger, distorting his already gruesome features. The fool Nogi had just told him through mind-link that he had been captured and now sits rotting in MIB's prison. To make matters worse the Jee'Dangian forces had the headquarters under lock and key, armed with Krematin Psychic Field Generators, more than enough to nullify his psychic potential. The agents had made it to MIB safely.

He dug his claws into the Silurian leather armchair, ripping out its entrails. Damn Zulian. Alpha promised himself that if he ever met up with Nogi again, he'd disembowel the alien like he did to the chair.  
It was most fortunate that Koo'lah had not ended their deal due to the lack of the two agents on Alpha's part. Only by suggesting the idea of using MIB against their own home world did Koo'lah let the mishap slip.

Alpha, on the other hand, would not let the matter past. He knew that those two agents would do everything in their power to stop his plans. Using their own fellow agents against them was a clever twist on his part, yet he'd seen situations in which Kay and Jay had slipped from his grasp unscathed. All he could do now was set a trap for them, and then he would corral them into his grasp. And he would not fail.


	7. Chapter 7

_Pandora-_ _A small planetoid in the Alpha Centaurie system. The planetoid is inhabited by the Na'vi, a race of pre-industrial humanoids._

 _Unggoy-_ _Better known as 'Grunts' from the 'Halo' series, the Unggoy are small simian like species that breath methane and are the foot soldiers that make most of the New Covenant._

 _Kig-Yar-_ _Also known as 'Jackals' from the 'Halo' series, Kig-Yars are a bird like species. Before joined the covenant they were known to be space pirates and a sub species from the Shrikes (Metroid). In the New Covenant they are used as infantry soldiers._

 _Plasma Pistol-_ _A standard issue weapon designed by the Covenant for infantry forces. The small gun fires bolts of plasma._

 _Megalekgolo-_ _Known to most as 'Hunters' from the 'Halo' series, the Megalkgolo are a very unique species. The large lumbering soldiers are made up of millions of highly inelegant worms. When colonies of these worms become large enough they form a hive mind and then take a bipedal form._

 _Flood-_ _A biological weapon created by the Precursors (Halo). The Flood feeds on inelegant organic life, becoming ever more inelegant as it does, eventually form a large brain called a Gravemind._

 _Thel'Vadam-_ _The leader of the Sangheili people. Called the Arbiter Thel'Vadam took leadership over the Sangheili and the New Covenant after the Great Schism._

 _Rase'Karepta-_ _The Yautja elder that currently leads the Karepta clan. Rase' is one of the five clan leaders that make up the Yautja government council. He is the only clan leader known to associate with humans._

 _Sanghelios-_ _The homeworld of the Sangheili_

 **X's Pov**

X yawned and stretched. Damn, only thirty minutes to go before departure. As he had read the reports, the conversation he had with Elle kept running through his mind. He had found courage in her words, yet he was also doubtful of it. The road he had been on was perilous, filled with grief and anguish. Yet would he dare to venture into the path Elle had shown him? He knew not what other dangers lied waiting in ambush but knew too well that if he continue on his old road it would lead him to despair and death. He was afraid, and he hated to admit it. He was suspicious of the tantalizing breeze of hope. Where would it lead him?

Head in his hands he sat there, his eyes on the papers, but unseeing. Suddenly the kitchenette door opened and Grand Consul Adviser Kimbli entered, his regal robes bellowed behind him and he was tailed by at least a dozen of grim-faced bodyguards.  
X stood and bowed respectfully.  
Kimbli's eyes met X's. Turning to his guards, Kimbli ordered them to leave, which they did so, ever reluctantly. Turning back to X, he gathered up the folds of his clothing and seated himself across from the agent.

They were quite an odd company. Kimbli was swaddled in splendid, many-hued robes and adorned with rare and costly jewelry. In sharp contrast, X was only clothed in the simple black-and-white suit of the Men in Black. Their postures too differed, Kimbli sat with great ease as if receiving guests graciously, whereas X settled himself at the edge of his chair, looking very much like he was ready if any attacker would appear.  
Kimbli couldn't begin to imagine the different lives they lead. But he felt embarrassed, even ashamed, of being dressed in such finery and having such a weak and comfortable lifestyle.  
Kimbli shook his head slightly. What had happened to him? Where did his life shifted to this direction? He asked himself woefully.

"Grand Adviser?" X squirmed uneasily at the gaze of the elder Jee'Dangian was giving him.

Kimbli cleared his throat. "I'm sorry, I didn't mean to stare."

"Grand Adviser, if I may ask, what is the business of your arrival?"

A gentle smile appeared on Kimbli's lips. "I had to come. A little human female told me of you dilemma."

X tensed. "How much did she tell you?" He asked softly with a touch of a growl undertone.

"Oh, I assure you she didn't tell me all the details. But knowing your background fairly well, I put two and two together and figured it out for myself." Kimbli paused as he poured himself a cup of coffee and put two cubes of sugar into it. "And I came, hoping that I was wrong in my assumptions." He stirred then looked up. "So was I incorrect?"

X pursed his lips and avoided the Grand Adviser's eyes.

Kimbli sighed. "I had hoped that I made a mistake, but clearly the look on your face tells me otherwise."

"Is that what you came here for?" X asked peevishly. "To check up on gossip?"

Placing his elbows on the table and interlocking his fingers, Kimbli fixed a hard look onto the younger Jee'Dangian. "No. I also want to know why you're breaking your promise to stop the invasion."

X sniffed. "I did keep it."

"By sending your partner to face the danger alone?" Kimbli pressed.

The other kept silent.

The Grand Adviser's expression became sympathetic. "I've talked to Agent Elle. She's a very intelligent and brave human, I can tell. Her mind is as sharp as any Jee'Dangian and even better in some cases, and she has a will power that none of our females possess. You're very lucky, you know, to have such a partner who's concerned for your welfare and of others."

X only nodded absently, though Kimbli could read that X quite agreed with him on that.

"Pity however, that you just let her walk away." Kimbli continued. He stared hard at X. "She's not the same human you cared about, you know."

X glared. "I know that, sir." He replied curtly.

"Then what's holding you back?" The younger looked at him straight in the eyes.

"I just don't know if I should fight."

Kimbli blinked then realized what X was thinking. He shook his head sadly. "You're living in the past. I know that traditions are upheld even today. Yet I find that although they help to identify who we are, many of them also dictate who we should marry, how we should live, and how we greet one another." He placed a comforting hand unto X's arm. "Remember though, young one, that this is the present. You have your life to live, so live it the way that fulfills who you are, not who you should be."

X looked up in surprise of the ridicule the Grand Adviser had toward the Jee'Dangian culture, the same people he had sworn to protect.  
Kimbli smiled at the naiveté of the younger.

"Yes even I've been through the same mess you are in, my boy. I too had an illustrious career in the law enforcement field. But that ended however when I listened to my head and not my heart. I gave into my family's desire for me to enter the world of politics. I've regretted that decision ever since. I had all the luxury that my family had never been able to afford, yet I had forfeited my soul." He leaned forward, still smiling. "I leave you with one bit of advice young one, listen to your heart." Kimbli stood, gave X' shoulder a gentle squeeze, and bid him goodbye.

X got up and bowed. He watched as the Grand Consul Adviser exited.  
"Thank you, and good bye, Uncle." He said softly.

 _OoOoOoOoOoOoOoOoOoOoOoOoOoOoOoOo_

 **Laurel's Pov**

Laurel sighed as she stepped into the drop ship that would take her to the Alpha Centaurie system. Scar's ship had docked with the Federation ship moments ago. She was a bit frightened but her feelings for her family were stronger still.  
There was no way the Hoon'tak would get away with their sick deed and she'd make sure of that. Determined as she was though, she felt pain at seeing the empty seat beside her. Damn that Jee'Dangian. Did he have to be so stubborn? At times, she wanted to strangle him for his foolishness. Yet at other times, she'd missed the verbal battles she had with him. They would snip at each other to the point that Zed's headache would often escalate to a migraine.

Elle stashed the weapons duffel bag beneath her chair and a Butabian crystal fell out of a side pocket. She smiled as she recollected the moment she and X had met because of his little obsession. It seemed like yesterday when he complained of getting grubby human fingerprints on his precious crystals. Of course, his complaining did not help her exasperation at Zed's attempt to choose Agent U as the new field agent over her (especially since she had been stuck in the lab for three years and was very much qualified, thank you very much).  
She and X didn't get off on the right foot, but then again what two new partners had in the history of MIB? Even the extreme duo Kay and Jay had their friction.

Picking up the crystal, she examined it. For something the size of a baseball, it was surprisingly heavy. A nice baby blue color, it acted as a prism, refracting the light and casting its hue upon the walls.  
Laurel sighed. She could almost hear X telling her to keep her hands off the crystal.

She had to admit that although she missed his snide remarks, he did things that tested their partnership at times. Top on the list was his clever idea of using her as bait for the Baruga. It was a barbaric move on his part and definitely not material to build a partnership on. The partnership would have ended right there with the drowning of X in the public pool had Jay not interfered.

Only until she calmed down enough did she realized that X had no other option. Using the Icer was out of the question. The water had lowered the swimmers' body temperatures and a blast of cold from the Icer would have resulted in hypothermia for those people. Other weapons were rendered useless by the fact that a swimmer could be shot rather than the Baruga in the panic that ensued. X, in an unethical way, only did his duty as an agent. He protected the people by luring the danger away from them.  
Even if it meant using the only other carbon source about. Herself. It didn't hit her until much later did she realized also that X had no intent to put her in harm's way. He placed himself between the Beruga and her. He leaned her away from the Beruga, making sure his shoulder blocked the path of that ravenous parasite. The only thing that got hurt that day was her pride, and that was what she held against him for so long.

Elle frowned, remembering the humiliation she felt when she panicked. She hated how X disrespected her and used her like that.  
A nagging voice entered the back of her mind. Yet was it right for her to do the same to Jay to lure Alpha into a trap? Even if Jay was a rookie, did she have any right to go along with the plan to use him as bait? Though she was doing her duty to end Alpha's reign of terror, she nevertheless remembered the hurt expression on Jay's face when she told him that she was in on the plan. Elle didn't forgive herself when she knew that she had betrayed her friend's trust.  
She sighed. Everyone in MIB must have at least been used once. And X had his turn when Drek used him as a bargaining chip for Kay. So he too suffered the same conflict within, with an inside exposure to boot. Knowing that it was a pointless to hold on to such a grudge, Elle relinquished the anger and felt more at peace.

Another thing bothered her about X though. It was his reckless and risky actions on the field. He almost got them fried to a crisp at the oil station and almost ran them into other drivers on the road. Again she recalled that part of his actions were the result of his desperate attempts to prove himself. Then again she remembered how at times she done some wild stunts. Deliberately disobeying Zed, she pulled, in his words, a 'Nancy Drew', by rushing to aid Jay in rescuing his partner back from a bunch of intergalactic smugglers. A soft smile spread across her lips as she remembered her how she recklessly rode the hovercycle up unto the railing of the Brooklyn Bridge and rammed it into the alien thugs' Flying ship.

X was pretty much like any agent, always putting duty before himself, being courageous (if a bit too much), and daring to take chances. He did have other annoying attitudes that had no use in the field, though. At times he was a paranoid zealot, refusing to let his perp escape even if it meant rushing into danger. He also had an unfortunate lack of brains, like Jay, which left her with the task of doing the thinking for both of them. And like Jay, he had an emotional range that could fit inside a teaspoon.

Elle rolled the crystal in her hand, appreciating its beauty. Damn him, she thought again.  
She stared out the window as the stars passed by. In a few short minutes they would be at Quince where she would have her only chance to rally enough forces to save Earth.  
What would she say?

Elle hung her head, and a single teardrop rolled down her face and onto the Butabian crystal. She felt torn inside. A part of her burned with anger at for X abandoning her, and yet another part grieved at his betrayal. She glared furiously at the crystal in her hand. Tightening her fist, then releasing her tension. She knew being angry would get her nowhere, and if she let hatred consume her it would turn her into something she wasn't.  
Suddenly there was the sound of someone clearing their throat. Her heart raced and she turned around. There stood X at the threshold, the familiar smirk was on his face.

"Hey Small Ears, I believe that belongs to me." He came over and plucked the crystal from Elle's hand.

Elle blinked in confusion, then recovered, saying as she shook her head, "I swear, you must be the most determined jerk I've ever met."

X shrugged, his face still having that insufferable grin on it. "You know I always like to make an entrance."

Elle smiled and sighed in relief. "There's one more thing I need to do X." She said softly, a playful smile danced across her lips.

X cocked an eyebrow. "Oh?"

Without warning, Elle bitch-slapped him hard in the face.

"BY THE ZORCIAN MOONS, WHAT THE HELL?" X exclaimed as he rubbed the spot she'd hit him. Damn female had struck him so hard that the pain went beyond his skin to the bone.

Elle smiled triumphantly at this remark. "That's just a warning. Next time you do this, you'll find a ball and chain around your legs." she said innocently.

X shook his head in disbelief and rolled his eyes. "Oy, humans." he mumbled.

 _OoOoOoOoOoOoOoOoOoOoOoOoOoOoOoOo_

 **Kay's Pov**

Kablin strode briskly down the corridor, yet he barely paid attention to where he was going. His mind kept echoing Zeeltor's words: 'Your home is Earth, the same planet you're going to destroy.' That phrase unnerved Kablin. Yet he did not understand why. It was just another one of the odd doctor's tales...wasn't it? Still an annoying nagging kept telling him otherwise.

Suddenly he ran bodily into a mass of wires and metal panels on flesh. Quickly he backed up as Alpha's monstrous face turned toward him.  
"Ah, Kay. I've been looking for you." He spoke quietly.

Kablin swallowed. "Really?"

Alpha drew his face close to Kay's. And Kay wrinkled his nose at the whiff of putrid breath.  
"Yes. How fared the interrogation with the Zekklom?"

"Touch-and-go." Kablin replied hastily. If only Alpha knew how much of a hurry he was in. Zafirr needed the weapon schematics quickly and he was a man not known for his patience.  
"The doctor was much interested in our electronic systems and was a bit nosy." Kablin tried to edge around Alpha. Unfortunately, this was impossible since his bulk took up a large amount of room.

"But we can count on you not to reveal anything." Alpha let out a throaty grumble, which Kablin could only guess was laughter. Eyeing Kablin's attempt to pass, Alpha asked, "And where are you going in such a hurry, my friend?"

Kablin stopped his edging and looked straight to Alpha. "I have a meeting with the Admiral, sir." He answered.

"Indeed?"

Clearing his throat, Kablin asked, "So, have you signed the supply request for the Hoon'tak ally' ships?"

Alpha waved an impatient hand. "That's not essential. You and your crew mates can make do. The Hoon'tak have more important matters to attend to."

Kablin frowned. Clearly he had judged Alpha wrong. Instead of sympathizing with the crew, he evidently had no concern for them.

"Now did the Zekklom scientist hand you anything to you?" Alpha leaned closely, until the sulfur breath almost became unbearable. Kablin felt Alpha was scrutinizing him and knew that he must be using his psychic powers to probe him. Taking a deep breath, Kablin cleared his mind, putting himself into a state of calm.

"No sir. Dr. Zeeltor didn't give me anything." For a while there was only silence.

Then Alpha drew back, much to Kablin's relief. "Very well, Kablin. You may proceed to the Admiral."

Kablin made sure he walked slowly, keeping in regular steps. He had no idea what the range of Alpha's psychic power was, but he kept his mind clear nonetheless.  
Instead of heading to the Admiral, Kablin turned down the hallway to his quarters. The disk in his vest pocket felt heavy.

At last he slipped inside his room. Still, with his mind in neutral, Kablin walked over to the safe behind his desk. On opening it he found what he was looking for. In the back of the safe, he withdrew a Krematin Psychic Force Field Generator, which he obtained secretly from the weapons cargo bay, as a precaution against Alpha. Pressing a few buttons, the disk generator whirled, signaling that it was activated. Kablin let out a sigh of relief and let his thoughts flow freely again. At last he was freed from Alpha's gaze.

Slipping the disk Dr. Zeeltor gave him into a projector. Kablin sat back and watched. On the video, the Zekklom scientist went through the steps of upgrading defense systems as if explaining how to fix a toaster. The system was extensive yet simple. Basically a network of force field energy is formed when all the ships connect to each other's systems. The result would create an umbrella that would protect their forces. At last the video stopped. Kablin got up to get a water, when suddenly the projector displayed images that blew Kablin's mind.

Series of clips of people dressed in black were shown. And judging by the laughter and pranks they had amongst each other, this was clearly a transmission of home videos.

A dark skinned, tall man waved merrily, dressed in gym clothes. For some odd reason Kablin felt that he knew him. Not as the taskmaster on Hizuk, but something deeper.

A blond-haired woman came over to where a Jee'Dangian sat, looking at something and not noticing her. Smiling mischievously, she flicked one of his large ears. Blinking stupidly, the Jee'Dangian looked about in confusion, before his eyes rested on her and he scowled in mock anger at her audacity.  
Then another scene appeared in which, to Kablin's surprise, the Admiral was smiling as he fed some alien aquarium fish. But the most startling was the next clip. Kablin gaped in utter bewilderment as he saw himself in a black suit and talking with the same black man and blonde haired woman.

"That's...that's my partner, and that's…" Kablin suddenly recalled. He blinked. How did he know that? That Zekklom, he must be telling the truth, he thought. "…Laurel and X?"

One after another clips went by, and Kablin...no Kay, remembered, felt the fog that shrouded his past lifted. Suddenly, it was like the storm had dissipated and he was seeing the sun for the first time. A flood of memories came, from his past to his present. Kay frowned on recalling the enslavement the Hoon'tak placed on MIB. But that was nothing compared to the raging fury he had within for someone else. Hatred burning in his eyes, Kay said the name that had haunted him every night and churned his blood every time it was mentioned.  
"Alpha."

 **Laurel's Pov**

Laurel grabbed her Carbonizer and shouldered her duffel bag.  
"Okay, X," she was saying. "I'll meet you down. Don't do anything stupid." Turning her head in his direction, she shot, "Got me, Cowboy?"

But X didn't seem to hear her, or pretended not to. The magazine clip clicked satisfyingly as he pulled it back, and the gun let out a shrill whine. X looked up to see Elle glaring at him.  
"What? Why do you have to go alone?"

Elle sighed. "Never mind. I have to get something important. Just make sure you don't get yourself killed." The clock above them indicated that they would make contact with the planet Quince.

"Nervous, human?" X teased. Elle smirked.

"You wish." And with that she left.

Elle walked down the long corridor to the enormous storage room used for holding and deploying aircrafts. "Okay Scar," She said entering the room. "Time to say go hello to everyone."

 _OoOoOoOoOoOoOoOoOoOoOoOoOoOoOoOo_

 **X's Pov**

Suddenly the ship gave a small jolt as the ship entered the planetoids atmosphere. X walked into the cockpit, where a Jee'Dangian Lieutenant sat at the controls.  
"What's the status?" X asked, as they entered.

The lieutenant set his lips tightly. "Have a look for yourself."

X looked up at the display screen...and stared in shock and the sight of the ships, there were dozens of Yautja cruisers, a UNSC frigate, but the vast majority of the crowd were Covenant Cruisers and Phantoms including the master ship 'Shadow of Intent'.  
A large blip on the radar indicated a large gathering of entities.

X's face was the definition of surprise. "It's just like Elle to start a party. Looks like everyone is meeting down there in that clearing about two and a half klicks north of that flood plain. Bring her down"

The lieutenant looked nervous. "How do we know they're not enemies?"

"Because if they were we'd be a smoking heap of scrap metal by now."

Quince was a semi-habitable planetoid with conditions similar to Earth and its sister moon Pandora. Life there consisted mainly of flora, patches of forests and clumps of dense jungle surrounded one large saltwater sea. The atmosphere was a combination of Oxygen, Hydrogen, and Carbon, allowing the Yautja, Humans and Sangheili to survive without the aid of a breathing apparatus.

 _OoOoOoOoOoOoOoOoOoOoOoOoOoOoOoOo_

A squad of Jee'Dangians including X, Kimbli and select elite soldiers armed with carbon rifles traveled to the floodplain.

The large mass of aliens stood arguing with each other. The leaders of these races stood upon an elevated rock formation arguing among themselves. The squad pushed their way through the crowd.  
There were exceptionally tall Sangheili warriors in multi colored armor, broad shouldered Yautja hunters, stocky Unggoy (Grunts), Kig-Yars (Jackals) armed with Plasma Pistols, a few dozen Megalekgolo (Hunters) and many UNSC soldiers.

Making their way to the rock, X immediately recognized Rtas' Vadum, the Sangheili that helped Elle escape the 'Mona Lisa' and the Flood, he stood next to the Arbiter leader of all Sangheili in gleaming gold armor, Thel'Vadam. A Yautja elder with extended dreadlocks, enormous mandibles, the clan leader Rase'Karepta and General Zhao Heng Lopez.

The general turned to them as they approached. "Who are you?"

The group of bickering leaders paused to take notice of the Jee'Dangians.

For the first time Kimbli was at a loss of words in the presence of these mighty leaders.

X stepped forward onto the rock. "I am agent X of the MIB. This is Grand Council Adviser Kimbli of the Galactic Federation."

They all looked equally unimpressed.

Kimbli quickly regained his composer. "We're here to discuss our need for reinforcements against the Hoon'tak invasion. We-"

"Where is Cultellulus?" Rtas' interrupted. (Cul-L-le-us. Sanghelie name given to Laurel, meaning 'little knife')

"Yes, where is 'ooman called Laurel?" Asked the Yautja elder.

"She'll be here." X said defensively.

"How do we know this isn't some sort of Hoon'tak trick?" A Sangheili nearby piped in.

Thel' growled and put the subordinate back in his place.

Rtas' stepped forward. "If Cultellulus said she would be here then she will."

Lopez growled. "Why should we even help you big ears anyway?"

"We can't let the Hoon'tak get a foot hold on Earth!" Kimbli barked, protocol forgotten. "It would mean the end of the federation!"  
They all began to argue, issuing harsh words that became insults which became curses. Soon they were shouting brutishly at one another.

The crowds of soldiers below began to get more and more out of control. The situation was escalating quickly and a fight soon broke out between a UNSC and a few Kig-Yar on the Left and then another fight on the right, soon everyone including the leaders were pushing, shoving and throwing punches.

An enormous sonic boom echoed through the valley and cut through the chaos below. Looking up the crowd stood aside as a large octangular ship flew into the valley. It was a small Yautja cruiser, meant for carrying small hunting parties back and forth.  
As the ship descended a wave of energy danced across the crowd.

Laurel and Scar exited the ship. She was dressed in a fusion of Yuatja and Sangheili armor outfitted to fit the human body. The seemingly individual pieces fit rather well into one another, like some intricate puzzle. The metal of a white goldish color gleamed an opalescent hue, the trademark of Sanheilios ore. She carried a Combi-staff in one hand and an Energy Sword in the other. Though her small size did make her a strange ally to the races of the Yuatja and the New Covenant, she walked with the air of an Elite officer, dignified, assertive and with strength beyond strength.

"Cultellulus?" The Arbiter muttered quietly, almost not believing the small human he'd met once five Earth years ago. Truly Rtas'Vadum's reports on the human's strength were not at all stretched.

As Laurel and Scar walked to the rock formation the crowd parted around them, many staring in awe. It was true that many had heard the story of the human female who faced the Flood and then went to learn and hunt with the Yautja clan and become an ambassador between the Humans and the warrior races, but few had thought them merely tall tales.

Her face was set in pure determination and her eyes were pools of burning passion more fiercely than any sun.  
Stepping onto the rocky platform, many including Rtas', X and Kimbli stared in disbelief.

She spoke slowly and clearly so all could here.  
"It is time to put an end to the scourge of the Hoon'tak Empire." and looked to the Arbiter. "You would honor me by translating, brother."

Arbiter looked at the female before him, surely if she had the courage to call them all here in the hour of need she deserved at least an audience. Taking a step forward and spoke with a hint of awe in his voice. "Cultellulus." He placed his large four fingered hands upon her armored shoulders. "Speak now sister."

She nodded her thanks to him and turned to the crowd. Armor gleaming in the sunlight, taking a moment to gaze out to the many faces that stared back. Taking a deep breath she spoke loudly and confidently.

"For centuries the Hoon'tak have cursed this galaxy."  
"Nanseiki mo no ma Hoon' tak wa kono ginga o norotte imashita." He translated.

"They have killed, slaughtered and enslaved our own." She extended her arms out gesturing to everyone.  
"Karera wa tosatsu, shibō shi, watashitachi jishin o dorei iru."

"And they believe that no one can stop them."  
"Soshite, karera wa dare mo karera o tomeru koto wa dekinai to shinjite iru."

Her voice became low and very serious. "But we will show them the truth."  
"Shikashi, wareware wa karera ni shinjitsu ga hyōji sa remasu."

"You ride out as fast as your ships can carry you."  
"Anata wa hayaku anata no fune ga anata o hakobu koto ga dekiru yō ni norikiru."

"You tell the other races to come."  
The Arbiter looked at her in surprise. "Anata ga kite, hoka no shizoku ni tsutaeru."  
A few approving cries rang out from the crowd.

"You tell them that the galaxy calls to them to right this wrong!"  
"Ginga ga kono machigatta o migi ni sorera no yobidashite iru koto o anata wa sorera o tsutaeru!"  
The excitement was rising as more in the crowd began to call out.

"You fight now with me."  
"Anata wa watashitoisshoni ima tatakau!"

"My brothers, sisters!"  
"Watashi no kyōdai, shimai!"

"For honor! For justice!"  
"Meiyo no tame ni! Seiginotameni!"  
The shouting became louder and louder.

"And we will show the Hoon'tak that they cannot take whatever they want!"  
"Soshite, wareware wa, karera ga sukina toru koto ga dekinai koto o Hoon' tak ga hyōji sa remasu!"

She paused to let the excitement build. "These are our planets!" She shouted triumphantly.  
"Terra wa, watashitachi no wakuseidearu!"

The crowd erupted with shouts of war cries. Rtas'Vadum and Scar let out victorious roars.  
The leaders began leading the way back to their ships to gather the clans and spread the words of the small but ferocious human.  
Elle turned to X and the others. "Come on, we don't want to be left behind."

They ran through the rushing excitement to their ship. It lowered its massive prism doors allowing entry to them both. X paused to gawk at the still leaving crowd.

Elle reached out a hand. "Come on cowboy."

He took it and climbed in behind her.

The Federation ship leap into the sky, leading the charge of ships out of the planet's atmosphere.


	8. Chapter 8

_Typhon Class Destroyer-_ _A warship from the game 'Free Space'. These warships were traded by the Vasudans to the Hoon'tak in exchange for immunity for their species._

 _Geth Dropships-_ _A type of dropship developed by the Geth race for mass force deployment (Mass Effect). The Hoon'tak supply slaves to the Geth and in turn the Hoon'tak receive advanced ships._

 _Chimeran Motars-_ _A type of tank developed by the Chimerans (Resistance). Being a relatively weak species the Chimerans were easily defeated by the Hoon'tak.  
_

 _Shrike Class Assault Skiffs-_ _Small assault ships built to carry one to two riders. The Hoon'tak traded and stole such vehicles from the Shrike space pirates (Metroid)._

 _Ceph-_ _A race of very intelligent and very hostile cephalopoid alien race. The Hoon'tak are known to have dealings with them, trading stolen technology and slaves for the Ceph ships. (Crysis)  
_

 _Genesis-_ _A planet created by Komodithrax. The planet was created by the Engineer species and served as an installation for their experiments._

 _Engineers-_ _Also known as the Space-Jockey, the Engineers were a highly intelligent and advanced race of humanoid aliens. They are mostly known throughout the universe for their bio-weapons. (Aliens)_

 _Unobtainium-_ _A superconductive mineral that emits a strong magnetic field. This magnetic field causes serious malfunctions in navigational and positioning software. (Avatar)  
_

 _Valiant-_ _A Class-Super-Heavy cruiser, the Valiant is the current capitol warship of the UNSC and the command station for the fleet. It's current commander is general Zhao Heng Lopez. (Halo)  
_

 _UNSC-_ _Also known as the United Nations Space Command is a military, exploratory and scientific agency originally founded on Earth but has expanded and included other alien races. The UNSC unlike MIB are well known by the public, although the two organizations work closely together in interplanetary and intergalactic ordeals. (Halo)  
_

 _MacCraw-_ _James MacCraw had previously been a private working under a Lieutenant Zhao Heng Lopez. After a mission on the 'Mona Lisa' went bad and MacCraw abandoned his fellow soldiers and commander was demoted to lowest class of private and nearly dishonorably discharged. (Halo)  
_

 _Graboid-_ _Also known as Dirt Dragons or Tu Lung, are a species of Precambrian invertebrate. Thought to have gone extinct millenia ago small populations began emerging in the late 19th century and well into the twentieth. Graboids are large worm like animals that live underground in loose soil, they posses no bones but have a cranial exoskeleton made up of four mandibles. Their most notable feature is their three long tounge/tentacles that are extend from the mouth and are used for capturing and dragging prey in. (Tremors)_

 _Banshee-_ _An atmospheric craft mostly used for reconascence and ground support and designed by the Covenant. It is a lightweight craft that is armored in the front, it's name comes from the loud shriek it's engines give off when flying at high speeds. (Halo)  
_

 _Slip-Space-_ _Slip-Stream Space otherwise known as Shaw-Fujikawa_ _Space is the term given to the dimension or 'space' that a ship enters when entering faster than light travel. Moving from one place to another via slip-space is known as a 'jump' or 'slip'. (Halo)_

 _OoOoOoOoOoOoOoOoOoOoOoOoOoOoOoOo_

 **Kay's Pov**

Kay typed as quickly as he could and prayed that the Federation would be able to decode his message before the fight tomorrow. Many lives depended on it.  
There, the message was sent.  
And the door swung open, admiral Zafirr strode in. "Kablin, what are you doing here, I thought you retired to your quarters."  
Kay forced himself to relax and play it cool. Zed was still under Hoon'tak control.

He saluted. "Commander, couldn't sleep, there still so much work to be done for tomorrow, wanted to see if there was any other way to increase our weapons power." He hoped he sounded believable.

Zafirr eyed him with his stony cold eyes. "Good work soldier, you're a real Hoon'tak."

Kay tried not to flinch. "Thank you sir."

"I'll take it from here." Zafirr walked to the controls.

"Yes sir." Kay did what he needed to, now it was up to X, Laurel and the Federation.

The Hoon'tak would prove to be a dangerous enemy to defeat. They weren't anything if not a frugal species. Every species they conquered or traded with the integrated their technology and even some of their culture into their own in times of war they utilized every advantage and their favorite classes of ships.  
For their Warship class they preferred Typhon Class Destroyers. Their particular favorite class of dropships used in war were gained from trade with the Geth species in exchange for a planet rich in metallic ore. Their military grade tanks were Chimeran mortars taken after the Chimera home world was conquered. Their ground assault vehicles were Shrike Class Assault Skifs both stolen and traded Shrike Space Pirates, their air assault vehicles, Rays conquered from the Ceph.  
Every resource was utilized, nothing wasted. That's what made them so successful and so dangerous.  
But Kay believed they could do it, believed that they had to.

 _OoOoOoOoOoOoOoOoOoOoOoOoOoOoOoOo_

 **Laurel's Pov**

In the six days following her rally cry the two-hundred and fifty Federation ships had more than quadrupled to seven-hundred and eighty thousand Yautja, UNSC and Covenant ships. Filled with more than a hundred million infantry troops. All devoted and ready to give their lives ending the Hoon'tak Empire.

Arbiter, General Lopez, Kimbli, the Yautja elder Rase'Karepta, X, Scar, Rtas'Vadum and Laurel were on the bridge of the 'Shadow of Intent' discussing the battle plan of the marrow.

"The fact is if we don't do something about un-hypnotizing everyone it's going to be a massacre!" X said staring at the interactive three dimensional map of the star systems where they planned to engage the Hoon'tak before they reached Earth's solar system.

Lopez threw her hands in the air. "How are we supposed to free them? We don't even know how they're being controlled."  
"Does it matter, they'd do the same for us!" X shot back.

A blue armored Elite suddenly walked over from his position at the monitors and spoke something in Sangheili.

Elle translated to the rest that a Hoon'tak controlled ship was sending them a message.

Thel'Vadam told the Elite to open it as the group traveled to the vid-screen, and growled in frustration "It's encrypted."

Elle's eye widened. The message was an anagram and one she knew. It was an old way of sending messages to allies in the early years of MIB. Kay had taught her it when she first joined MIB.  
"I know this code, I think it's from Kay, it's gotta' be." She quickly deciphered the message. "It reads…neuralizer."

'Karepta tilted his head. "What does it mean?"

Elle thought hard. What did it mean? Then she finally understood and smiled. Somehow he'd freed himself of Hoon'tak control and was now trying to help them. The sly fox.  
"He's telling us what the Hoon'tak did to gain control of everyone."

Rase'Karepta clacked his mandibles warily. " 'Ow do we know this isn't some 'Oon'tak trick?" He eyed the message suspiciously.

"Only the real Kay would know to use that encryption. It has to be real."

"I still don't like it." 'Karepta clicked his mandibles again.

Kimbli huffed. "What's to like? The entire MIB agency aside from just _two_ agents have been captured, brainwashed and are now working for the enemy, which is about to invade Earth in less than thirty six hours!"

X's face darkened "Hey these two agents got the Federation an insane amount of reinforcements that you desperately needed!" He shouted.

Rtas' growled in anger "What do you mean two agents brought reinforcements? It was Cultellulus who rallied the clans to fight. We follow Cultellulus to battle and no one else."

"Just like you split lips to act like damn savages!" Lopez swore and spat on the ground.

"Say that again oo'man!" Scar growled raising a fist.

"QUITE EVERYONE!" Laurel said voice serious and demanding. She turned to Lopez. "Now is not the time to fight with each other, we are a united front and we need to focus on our mission."

Lopez scowled "Yeah well I think these bastards can-"

"I thought you weren't paid to think." She cut in.

Lopez was at a loss for words at that, sighing she nodded knowing the other was right.

Laurel placed a hand on her shoulder "Benti wouldn't have wanted us to fight like this when such a threat is on our doorstep. It's a big bad universe General, there are worse things out there than the Covenant." Though her words calmed everyone, only Lopez, Elle and Rtas' knew the deeper meaning of them. "What matters now is that we free everyone from the Hoon'tak's control."

'Karepta sighed and clicked his mandibles in curiosity. "How do we do that?"

"After a near death experience with a Xenomorph pack in a Yautja temple in Antarctica I feared that Kay or Zed would begin to think that MIB was too dangerous there for me, and would retire and neuralize me. So I spent my last two years in the lab working on a machine to reverse the effects of a neuralization. I succeeded."

X's eyes widened "With that we could free everyone."

"My thoughts exactly." She smiled.

"So where is this thing?" Lopez asked, nearly grabbing her by the shoulders.

"Hidden in my quarters at MIB."

Lopez gave her patented wicked grin, "Then I'll have a Longsword retrieve it and get it here ASAP."

Elle looked to Lopez "Have your guys pick up the Blackguard too."

"Why?"

"A neuralizer works by sending telekinetic waves that break up the synapse of memory in the brain of a certain amount of time, then a new memory is implanted by quickly synthesizing a new branch of artificial synapse in the brain. My machine works by sending out neurokinetic waves re-attach the synapse of the original memory in the brain. With the satellite we can boost the wave right through the entire Hoon'tak fleet."

Everyone but Rtas'Vadum smiled, they had the means to free everyone.  
"But how do we get the Hoon'tak to come within range. Once they see our numbers they will surely wise up."

"I think I can help solve that problem" Thel' said.  
They went back to the map of star systems. Arbiter pushed a few buttons until the map was focused on a small scale model of a solar system with a large purple gas giant and a smaller planet covered lush greenage, large blue oceans and mountainous range of what looked like metal dividing the planet into two sections.  
Arbiter pointed. "This is Genesis. A planet built by the Engineers. If we place Federation cruisers here, then hide Yautja ships here and UNSC battle cruisers here we can lure the Hoon'tak into a false sense of security. We free the hostages and then we blast them." He slammed his fist.

Kimbli shook his head "But there's still the problem of them seeing all those ships."

Elle's eyes brightened. "Arbiter what are the asteroids in that belt made of?"

The gold Sangheili quirked his head. "Most, Unobtanium"

"Good, then they won't pick them up on the radar. The Yautja ships will have their cloaking on and the gas planet is large enough for the UNSC fleet to be hidden behind. The Hoon'tak won't be able to see them coming, they'll be flying blind. Can the Federation ships navigate through the asteroids without their navigational systems?"

Kimbli nodded. "With relative ease."

"Good, they'll round up the captured ships when the time comes. Once we box them in and their escape is cut off we activate the satellite then bring in the final blow. After the Federation herd the civilian ships out of harm's way, the Covenant ships will exit out of slip-space around here. Without the aid of their prisoners the Hoon'tak won't stand a chance. We move in and mow them down."

Each studied the layout and plan thoroughly and nodded. Thel' did his version of a smile and clicked his split jaws in approval. "The Hoon'tak shall be defeated."

Lopez smiled wickedly. "Alright looks like we got a goddamn plan. I'll have my boys go get that gadget of yours." She began the trip back to her ship the 'Valiant' A UNSC a class Super-Heavy Capital Warship.

Kimbli followed her out. "And I'll call my boys and tell them yours are on their way."

 _OoOoOoOoOoOoOoOoOoOoOoOoOoOoOoOo_

 **MIB Headquarters:**

MacCraw sped down the corridor until he came to a pair of double doors guarded by two Jee'Dangian soldiers.  
He saluted them. "Private MacCraw of the UNSC."

They saluted back "Grand councilor Kimbli said you'd be coming, go on ahead."

He entered and hurried passed multiple hallways and doors until he reached the MIB apartment complex. Opening his vid-link, General Lopez appeared.  
"Okay I'm here."

She nodded. "Good her apartment number is two-three-two on the fourth floor."

MacCraw jumped into an elevator and hit the glowing four button. He avoided looking at the screen in his hand where Lopez was giving him the stink eye. She still loathed him because of their last mission together. Even though it was almost five years ago, she really knew how to hold a grudge. The door open and he raced down the hall. Twisting the knob to Elle's door, it wouldn't budge.

"What's taking you MacCraw?" Lopez barked.

"It's locked sir."

She bared her teeth. "Then knock the damn thing in!"

He began ramming his shoulder against heavy wood, wincing in pain.

"For God's sake MacCraw." He heard her mutter.

Finally the door gave in. "I'm in, where to now?"

Lopez's face disappeared and was replaced by Elle's.

MacCraw couldn't help a tiny smile and the slight reddening of his face. He remembered her from the 'Mona Lisa' but forgot how beautiful she was.  
Elle scowled repugnantly at him. "The second door on the Left." She said, her voice emotionless.

Flinging the next door open he let out a scream as he came face to face with an a humongous Graboid, or at least it's head. Grey leathery skin, five large black mandibles and three long pink mouthed tentacles reaching from its maw.  
"Holy shit!"

Lopez reappeared. "Get your shit together MacCraw. And don't screw this up like you did the 'Mona Lisa'!"

He lowered his eyes in shame. "Yes sir."

Finely polished skulls decorated the room. One with ridiculously large eye sockets and no teeth, another with four eye sockets and around three hundred teeth, one that looked immensely dragon like and a human skull carved with what looked to be a mix of Aztec, Egyptian, and Mayan symbols. But the most astounding one was a large crested, faded gray skull of a queen Xenomorph.  
"What now?" he swallowed hard.

"See the xeno skull?" Elle asked.

Eyeing the head warily as if it might come back to life. "Yeah."

"The machine is hidden inside her mouth."

MacCraw paled.

Now it was her turn to smile with the enjoyment of seeing his fear.

Stepping over to it MacCraw hesitantly reached out a hand to pry open the queen's jaw wary of its sharp teeth.

"Quite wasting time MacCraw!" Lopez shouted from off screen.

"Don't worry she stopped biting years ago." Elle added snidely.

Pushing his hand in he felt around for anything that felt like metal. Fingers curling around something round and cold, he pulled. What he pulled out was the smaller set of jaws of the creature's anatomy. A smaller but no less deadly set of teeth were wrapped tightly around a small metal sphere.  
MacCraw felt the bile rise in his throat, but forced it down. Wrenching the second jaw open, he pried the machine out and flew out of the apartment not bothering to close any of the doors.  
He stuffed the machine into his pocket. "Got it sir!"

The vid-screen panned back to Lopez. "Good, now hoof your ass back up here. Double time!"

"Yes sir."

 _OoOoOoOoOoOoOoOoOoOoOoOoOoOoOoOo_

 **(36 hours later) Kay's Pov**

Alpha, Zafirr, Kay and Zeeltor stood on the bridge looking out at the stars. A loud ping sounded on the Radar.  
An agent U turned around in his chair. "Sir I've detected a small fleet of federation ships."

Zafirr turned his attention to him. "Where are they?"

"They're heading to a star system three-hundred and sixty klicks from our current position. A Unobtanium asteroid belt, a large class five gas planet and…an Engineer planet called 'Genesis'."

Zafirr smirked wickedly. "The fools have lead themselves to their own demise, we'll have the tactical and technological advantage there." He turned to the doctor in chains. "Now you'll see your precious Federation go down in flames. Get after them."

U turned back to the controls. "Yes sir."

"Kablin take the good doctor back to his cell, and give him the special treatment." Zafirr said motioning to his whip.

Zeeltor gasped in horror and turned to his former friend.

Kay saluted him, took the jail cell keys and grabbed Zeeltor's shoulder and led him down to the brig.

 _OoOoOoOoOoOoOoOoOoOoOoOoOoOoOoOo_

Saluting the guards he unlocked Zeeltor's cell.  
Looking into the cell Kay's face became angry. "Soldiers can one of you explain this to me?" Voice low and dangerous.

The guards turned and stepped into the cell. Looking around their faces becoming the definition of confusion as they found nothing out of the ordinary in the dingy room.

The first guard cried out as he was pushed face first to the ground. The second guard spun around just in time to see Kay's fist collide with his face knocking him back.  
Kay quickly locked the stunned guards in. "Sorry about this boys.", and turned to Zeeltor. "I owe you a 'thank you' doc."

Zeeltor smiled realizing his plan had worked.

"I think it's about time for a prison riot."

 _OoOoOoOoOoOoOoOoOoOoOoOoOoOoOoOo_

 **Laurel's Pov**

The Hoon'tak were falling right into their trap. She stared out at the far reaches of space and the sea of ships that took up so much of it. Somewhere out there Kay and Jay and the rest of her family and friends were in that mess. Now she had a chance to get them back.  
She still wore her fused armor that shimmered in the light of the purple gas giant.  
X stood next to her staring into the mass as well.  
She couldn't help but wonder what he was thinking about.  
Scar and Rtas' had chosen to stay by her side and had come aboard the federation ship. Kimbli stood behind them, either out of respect or embarrassment he kept away from the immediate group.  
The lead Hoon'tak ship began to emanate massive amounts of energy that sparked and crackled in the vacuum as it charged their weapons. She knew what was coming next.

A fiery blue plasma bolt hit the Hoon'tak ship's left side. The force of the blast dispersing their charged energy. The Yautja fleet deactivated their cloaking, and UNSC opened fire as they revealed themselves as well from behind the massive gas giant.  
Both fleets advanced forcing the Hoon'tak forward. Closer and closer they came.

She looked back at Kimbli. "Ready?"

He nodded. "Ready."

She waited until they were about five klicks away before shouting, "Now!"

He slammed a large red button.  
The Blackguard satellite began firing Neurokinetic waves that blasted through the Hoon'tak armada, stalling their engines.  
She nodded at Kimbli, and he sent out the message to every captures ship before them. With the help of every deity in the universe their plan would just work.

 **Koo'lah's Pov**

The Federation was foolish enough to challenge their might and now the day of the battle had arrived they came with so few ships. They must've been dumber than they looked and already they had given their tactical advantage away when they entered an Engineer system. They had practically surrendered. They were dead the moment they dared to interfere.

"Charge fasers."

The pilot taped the few keys with his two fingered hands. The energy generators heated and glowed a faint pink.

"Fire on my mark." Koo'lah said. "Three, two, o-" Suddenly the ship shook wildly with violent tremors. Alarms sounded and flashing lights bathed the room red.  
"We've been hit!" The pilot shouted.

Koo'lah tried to regain control. "QUIET! Where did that shot come from?"

The pilot pulled up an image of the smoking, burning hull. "From our Left flank sir."

"Impossible there's nothing ther-" His voice caught in his throat as a hundred thousand Yautja ships dissolved out of the nothingness of space.  
Another wave of tremors ripped through the hull again.

"That was our Right flank!" The pilot shouted. Another vid-screen displayed a couple hundred thousand UNSC ships led by the 'Valiant' itself.

Panic spread through the ranks. Both fleets began closing in on the armada.

"It's an Ambush! Order all ships forward, we'll bulldoze through the Federation ships!"

The Hoon'tak armada pushed forward at a breakneck speed. As they neared the Federation an enormous wave of energy blasted through the entire fleet. Warning signs popped up on all the monitors and the ships stopped cold.

"What's going on, why isn't anyone firing?" Koo'lah roared.

The pilot shook with fear. "The engines have stalled and were getting reports from all the other captains. Prison riots, mutiny, the allies are turning against us! We've lost control of them!"

Koo'lah slammed his fist against his chair "Damn!"

 **Alpha's Pov**

As the Hoon'tak armada moved into position, Alpha couldn't help the evil smile that crossed his ugly face. Lips lifting around his pale gums revealing jagged yellow teeth.

"Uh sir there appears to be something wrong with our navigational systems." U said pointing to a vid screen which had gone to static.

"Just some interference from the Unobtanium in the asteroid belt. Anyways we won't need our navigation systems to wipe out these vermin." Alpha chuckled darkly.

There looked only to be around two- to three-hundred Federation ships, while they on the other hand numbered exactly one-million, seven-hundred and fifty. Though most included captured vessels piloted by neuralized slaves and prisoners. The Hoon'tak warships actually numbered around three hundred-thousand. They would still slaughter the Federation and then on to Earth, he thought.

Kay re-entered. "Sir there's a problem on deck requires your immediate attention."

Alpha raised an eyebrow. "And what would that be?" Not really paying attention.

"A prison riot."

The doors burst open and prisoners and slaves alike from the brig ran in armed with whips 'liberated' from the guards, lengths of pipe ripped from the walls and any blunt object they could find. They grabbed every officer and pilot in the room.  
"What is the meaning of this?" Zafirr shouted furiously.

"Sorry Zed, can't have you hurting yourself or anyone else." Kay said feeling sorry as Zed was pinned beneath five prisoners.

Alpha roared in outrage. He tried to use his telekinetic abilities regain control, but every time grabbed at one group another swarm of prisoners would punch, stab and kick at him. With one swing from his robotic arms he sent eight prisoners into the wall. Turning he made a beeline for the door.  
Without warning a huge neurokinetic wave slammed into him, sending him into the floor. Alpha wailed in pain as the wave clashed with his own telekinetic powers, burning through his brain, breaking and remaking his synapse. He made one last feeble attempt to crawl away before darkness consumed him.

 _OoOoOoOoOoOoOoOoOoOoOoOoOoOoOoOo_

 **Zed's Pov**

What the hell is happening? He thought. He felt like he just had three shots of tequila and an ass kicking. But the weirdest thing was this horribly strange dream he had. He dreamt that Alpha came back as a psychonetic cyborg and sold the entirety of MIB to the Hoon'tak Empire, and the strangest thing was that _he_ was working for the Hoon'tak.

He realized he was lying on something cold and hard. Groaning he tried to sit up but couldn't, there was something holding him down. Opening his eyes proved to be no more useful as was trying to stand as his vision blurred terribly. Shapes moved about which he assumed were people. Blinking rapidly his eyes began to adjust to the dim light, and what he saw shocked him. There were humans and aliens everywhere, most were covered in dirt, their clothes ripped and torn. A few he recognized as MIB agents. And there was Kay standing amongst them in a Hoon'tak captain's uniform. Now he was really confused.  
"Kay?"

Kay looked down in surprise at him. "Zed, is that really you?"

Zed made a confused face. "Of course it's me. What in gods's name are you wearing? And where are we?"

Kay smiled. "It's okay boys. You can let him up, he's with the living now." He said to the prisoners.

They released him and helped him up.  
Now standing Zed got a good look at his surroundings. They were definitely not in MIB anymore. This ship was Hoon'tak, he knew that much. Looking at himself he realized that he was wearing a commander's uniform.

"What the hell happened Kay, where-" Zed caught sight of a large cybernetic creature that seemed half robotic and the other half some mutated humanoid. Its arms and legs were bound in heavy chains, two rags covered its face. One stuffed in its mouth and the other tied around its head covering its eyes. The creature looked particularly like the cyborg from his dreams.

"Is that…"

Kay nodded. "Alpha." He said grimly.

Zed reached a hand to the wall for support. "So it wasn't a dream at all."

Kay shook his head.

"Where-how-what?" Zed had a million questions to ask but didn't know how to start.

U interrupted. "Kay the Federation has contacted us."

He walked over to the controls. Kay read it once silently then aloud. "Those previously enslaved by the Hoon'tak read carefully, a fleet of Federation ships are coming to escort you out of harm's way. Follow them."

"Whose it from?" Zed asked.

Kay read on. "The galactic allies of Sangheili, Yautja, UNSC and the Federation."

U looked flabbergasted. "Is this for real?"

"Yup. Just got a call from the Feds. We're to follow them to a nearby planet, called Genesis." Kay sat down at the controls.

Zed came up beside him. "Can you pilot this junker?"

"Think so."

A small but fast Federation ship about twice the size of a Covie Banshee circled the ship twice before pausing in front of them. Kay pulled up on the control stick and they zoomed forward.  
The Feds lead the way through the Hoon'tak armada, soon they were joined by a mass school of now free, captured ships. They flew upwards towards Genesis's upper pole, stopping at the pinnacle of the planet's height, far from the reaches of the soon to be battlefield.

Everyone gazed out the view window. The Hoon'tak were boxed in. Yautja's on the right, UNSC on the Left, the Federation at the front.

"I hate to say it, but the Hoon'tak still have more firepower." Said Zed in dismay.  
As if a deity was hearing his words and taking pity on their allies, a slip-space portal opened and out poured more Covenant ships than any one of them had ever seen in one fleet.  
Zed stared eyes wide and mouth agape. He looked to Kay but no words came out.

But Kay understood him. How was is it the Federation could have rallied these great forces to fight on their behalf?  
Kay smiled proudly and said a single word. "Elle and X."


	9. Chapter 9

_Frag Grenades-_ _Used and developed by the UNSC the standard frag grenade is usually used for breaking enemy infantry. The grenade is filled with shrapnel so when it explodes it has the chance of killing nearby enemies as well.  
_

 _Plasma Grenade-_ _The standard issue grenade for Covenant soldiers, when thrown the grenade becomes super heated and melds with anything it comes in contact with before detonating.  
_

 _ _OoOoOoOoOoOoOoOoOoOoOoOoOoOoOoOo__

 **Laurel's Pov**

She held her breath as the Federation ships moved in to collect the captured vessels. This was the moment of truth. Would they follow or would they attack?  
To her great relief as the first Federation cruisers circled, the captured ships began to follow. Soon all of the Hoon'tak allies were flying out of harm's way. The Hoon'tak fleet dwindled from close to a few million to only around a few hundred thousand give or take a few hundred ships.

She cried out in glee, turning she wrapped her arms around X, he in turn laughing happily he returned the embrace. They quickly realized what they were doing and separated avoiding each other's eyes as a blush covered both their faces. The others didn't notice or pretended they didn't.  
She looked to the others, Scar and Rtas', both clicked their mandibles in joy and uttered growls of approval.  
Even Kimbli chuckled.

"We did it." Elle said still smiling and blushing.

X turned slightly "No, you did it."

She didn't bother to retort. He was impossible to argue with.

Kimbli cleared his throat "We're picking up traces of slip-stream activity. The New Covenant should arrive any-" He was unable to finish his sentence as a bright blue vortex bubbled into existence and expelled the enormous armada.  
"Speak of the devil." He turned to Laurel. "Agent Elle the Hoon'tak are contacting us. Now is the time to decide, do we order their immediate surrender or commence the attack?"

She looked at the older Jee'Dangian in the eye, he looked back coolly. She turned back to the large window. "Are their engines offline?"

"For the time being, but that could change at any moment."

It was all up to her. She would make the order to sentence thousands of Hoon'tak to death and send many hundreds of soldiers to their demise, or let them go.  
She had what she came for didn't she? Her friends and family were safe and the Hoon'tak had no choice but to surrender. They could live, all of them and they could leave. But what about the Hoon'tak? If she let them live today, who would they kill tomorrow? How many millions of lives did the Hoon'tak already take, how many planets, how many families?

But who was she to decide who lives or dies, she wasn't a god. She began asking herself what would Kay do, or Scar, or Rtas'. But she couldn't come up with an answer, because this wasn't their choice. It was her's and her's alone.

Taking a deep breath Laurel turned back to Kimbli. She prayed she made the right choice. "Kimbli contact 'Shadow of Intent'. We attack now."

He nodded and sent the order to the other fleets.

She faced her three friends. "I'm going to the 'Valiant'. I'll be more useful there helping Lopez fight."

Rtas'Vadum spoke up. "I'll come with you, I want to bash some Hoon'tak skulls!"

"I'm going with you to." X added.

"I come to!" said Scar.

"And I as well." Kimbli said stepping forward to join them.

"But sir, you're not exactly-" X started.

Kimbli raised a hand to cut him off. "No buts, for too long have I sat idly by and watched others do the fighting for me. But no more!" He shouted passionately. "From now on I make my own path and follow my heart!"

Laurel smiled lovingly at all her friends. They didn't have to do any of this, they didn't have to fight. But they chose to stay by her side in battle.  
"Then it's settled we fight for each other, and if we go down in flames, then so be it!"  
They cheered at that and headed for Scar's ship.

"Private Morph, you are in charge until my return." Kimbli called behind him as he left.

 **Kay's Pov**

"So you really think they're on one of those ships?" Zeeltor asked as everyone stared at the massing of ships.  
The New Covenant began advancing and everyone knew the battle was on.

Kay nodded. "Not like Elle or X to miss something like this, they probably have front row seats."

"Question is which one they're on." Zed said.

They all scanned the thousands of battle cruisers. Something caught Zed's eye.  
He nudged Kay. "Isn't that the 'Valiant'?" He pointed in the direction of a large UNSC battle ship.

Kay's eyes widened "Sure looks like it. U see if you can contact that ship and see who's in charge…U?" Turning around they all gasped.

Alpha stood unchained and unbound holding U by the throat.  
"Arrivederci agents." Throwing U, Alpha used his claws to slash a nearby pipeline filling the room with steam. He turned, running he headed for the escape pods. The pod ejected and he headed for the Hoon'tak mother ship.

"GOD DAMMIT!" Zed cursed.

Kay placed a hand on his shoulder "Easy Zed, we'll get him. Alright U?"

U picked himself up brushing dirt off and grumbling to himself. "Just peachy."

Kay asked "Can you contact that UNSC ship now?"

He nodded and sat down at the controls. A few minutes later. "It's the 'Valiant' alright. They're here to back up the Federation."

"Ask them who's in charge."

"A General Zhao Heng Lopez, sir."

Kay smiled "U can you fly us to the 'Valiant'?"

U looked confused "I can sir, but why?"

"X and Elle will be together, and If Elle is anywhere in that mess, she'll be with General Lopez."

U's attitude brightened and he smiled. "Yes sir, right away sir!"

Their ship separated from the schools of freed vessels and headed towards the UNSC fleet. They were careful to avoid the battle royale going on between the Covenant armada and the now smaller Hoon'tak fleet.

 **Laurel's Pov**

Scar's ship docked with the 'Valiant' and the group made their way to the bridge where Lopez would be evaluating the battle. They entered the bridge.  
"Lopez we've come to help fight-" She froze mid-sentence.

Lopez was smiling smugly. Standing next to her was Kay, Zed, Zeeltor and U, all now changed into UNSC uniforms. They all stood and stared for a few moments before Laurel sprinted across the room and hugged Kay with all her might, nearly knocking him over, she turned and hugged Zed just as tightly and even gave Zeeltor a squeeze which he awkwardly accepted.

Stepping back she tried to calm herself, she was half near tears of joy. "How did you-how are you-" She couldn't make a straight sentence.

"Your plan worked, then when we heard that General Lopez was in charge here and we figured you'd be with her." Kay said.

Lopez cleared her throat "Hate to interrupt the reunion but we still have a battle to win."

Elle gathered herself, clearing her mind and putting herself into battle mode. "Right."  
The now larger group moved to the view window.

 **X's Pov**

X swallowed hard before walking over to Zed. "Uh…sir, about my taking off-"

Zed raised a hand to cut him off. "Think nothing about it X. You've more than corrected yourself, and besides if you hadn't the Hoon'tak would have captured everyone including you, Elle, and the Federation. Earth would be nothing but ashes by now. After this is over, how about we all just forget about that little incident."

X was surprised. He didn't think Zed would be this understanding. "I'd like that very much sir." I suppose it's just like Elle said he thought, he thought. One big happy family.  
He looked to her, she was smiling and even laughed at something Lopez had said. He smiled, he kinda' liked her laugh. It wasn't high pitched or annoying like most of the other humans. Her laugh was real, you could tell that whenever she laughed she was truly happy.

 **Kimbli's Pov**

Kimbli approached Kay and introduced himself. "Adviser Kimbli of the Federation." He said shaking the human's hand.

"Agent Kay MIB."  
They turned back to the window.

"That's quite the agent you've trained. Quite stubborn, not that that's a bad thing. Not once did she give up on any of you. She rallied everyone here single handedly. Even my own men seem to fill with confidence when she passes."

Kay smiled glancing at her then at X. "She has a good partner. Strong, loyal and not afraid to take risks to get the job done." Kay smiled knowingly.

Kimbli seemed surprised that Kay new of their relation. "A bit of an understatement, but he has a good heart. As does she."

Kay nodded and the two watched the battle unfold.

 **Zeeltor's Pov**

Zeeltor worriedly stared at the reflection in the window. His worries were confirmed when the large figure approached accompanied by the sound of heavy footfalls that seemed to rub in his despair.

Rtas'Vadum walked up to the doctor from a conversation he'd been having with Lopez. She wasn't nearly as vicious or prejudice as she'd been in their last encounter.  
On the 'Mona Lisa' she'd been nothing short of brute like, but now she seemed to be more accepting of them all.

Zeeltor swallowed hard, he could feel his heart rate climb in fear as the large Sangheili towered over him. A little known fact, is that on Sangeilios (the Sangheili home world) Zekloms (Zeeltor's species) were considered a rare delicacy. They were at times hunted down viciously. He prayed that it would either move on or someone would intervene before anything could happen.

He nearly jumped out of his lab coat as a large finger tapped him on his shoulder. There was no avoiding him now.  
He turned hands shaking and stared into the Elite's multiple jawed face. He couldn't help but see past the mandibles and catch a glance at the back of his throat. It wasn't pretty sight and he hoped he wouldn't get a better view than this.

"General Lopez says you helped reconfigured the weapons for the Federation Allies to give them more power." Rtas' said.

Zeeltor nodded hesitantly.

"That is good news, it will spare many lives."

Scar walked over. " 'Ow is it 'ou do that." He asked.

"Well I just switched the frequencies of the power conduits so that the negative feedback would provide an extra kick to the plasma beams." Zeeltor said becoming a bit more relaxed.

Rtas' looked surprised. "You can do that?" He asked.

Zeeltor smiled. He began explaining the complex process to the two warriors and the tension he'd had been carrying dissipated.

 **Laurel's Pov**

Lopez walked over to Laurel from a conversation with Rtas'. Well they seemed to be getting along a lot better, Elle thought.

The General stared out into space. "Won't be long now till the Hoon'tak are wiped out."

Elle nodded. "You and the Sangheili are getting along pretty well."

Lopez shrugged. "Yeah well Hennry's not that bad. Plus he did save you and Benti…almost."

They slipped into a few moments of silence, watching the firefight. There were explosions and cannon fire at every inch of view. It was almost impossible to hear anyone else unless you were standing right next to them. Laurel thought about it and realized she hadn't called Rtas' by that nickname for years.  
"Well enough about me n' the Elite. What's it going with you and your partner?"

Elle looked confused. "What do you mean?"

"I mean you don't meet a guy who'd follow you all the way through the galaxy and stay by your side through this shit every day."

"Oh…that." She turned back to the window.

"So?" Lopez pressed on.

"So." She parroted back.

"So what's keepin' you?"

Laurel sighed sadly. "R."

Lopez nodded understandably. "You can have that again though."

"No I can't."

Placing her hands on her hips Lopez huffed. "And exactly why not?"

"It wouldn't be the same, and what if…what if what happened to R happened to X? What if something goes wrong? I would never forgive myself if something happened to him. And even if we did and it didn't work out then we would've lost our friendship in the process. How do I know?"

Lopez's eyes softened and she placed a comforting hand on Laurel's shoulder. "We don't, none of us do. Hell we don't even know if we're gonna' survive this shit." She gestured to the battle and chuckled. "All we can do is roll the dice and hope for the best."

Elle sighed. "When R- when it happened it was so terrible. I was a mess. If that happened again…I don't know if I'm strong enough."

Lopez looked stunned. "Not strong enough, you kidding me? Your one of MIB's finest, you've fought alongside Elites, hunted with Yautja! Hell you faced the Flood and lived to tell the tale. So don't for one second say you ain't strong enough. I don't take lame ass excuses like that from my men, so I sure as hell not gonna' take it from you. So gecha' head outta' your ass and buck up already! Momma Lopez don't let any of her kids talk back."

Elle smiled at Lopez. She missed these talks, when she could just talk. "Yes sir Momma Lopez."

"You have to live your life to its fullest, without regret. Like I say to my team 'if you don't go out there and die for something, then I will kill you for nothing.'"

"Your right."

"Course. Momma Lopez is always right. And when this is all over, first me and you will go down to the UNSC office and use those bastards MacCraw and Foucault as punching bags and then 'ice cream'."

"I'd like that sir." She smiled warmly.

A pilot called out from behind. "Sir we've received a message from 'Shadow of Intent'. They're asking for backup."

Lopez turned and smirked. "Then let's get in there and show those Covies how the UNSC throw down!"

"Yes sir!"

All the other remaining fleets moved in to join the New Covenant.

 **Koo'lah 's Pov**

"More power to the weapons!" Koo'lah shouted to a pilot.

"We're at full power sir, there's nothing left to give!"  
The ship shook violently sending a few soldiers flying into nearby walls.

"Sir our shields are down and we've sustained massive damage to the outer hull! The ship can't take much more of this sir!"

Koo'lah slammed his fist into the side of his chair tearing off the armrest and pulling him to hard cold floor. He quickly stood and regained his composer. "Contact Bental! Tell them we need reinforcements on the double."

"But sir we-"

"NOW! Or I'll kill you myself!"

The pilot trembled and did as the commander said. Just then the doors slid open.

"Who the hell-" Ko'lah was silenced when a large robotic claw wrapped around his throat lifting him off the ground. "Alpha!" He wheezed.

Alpha sneered. "So good to see you again Koo'lah. I must thank you for your assistance back on my ship."

"You don't understand! I-we-"

"Oh you don't have to worry yourself over that little...spat." Alpha said calmly setting him down gently.

"I…I don't?" He asked warily.

"Of course not. In fact I want to thank you. You made me realize something very important."

"And what would that be?" Koo'lah asked curiously.

"If you want something done right you have to do it yourself." With that he grabbed the top of the Hoon'tak's head and twisted it sharply until he heard a sharp crack.  
Koo'lah's lifeless body landed with a thud and Alpha made his way to the former commander's chair.

The pilots and technicians stared wide eyed with shock and fear. He simply raised an eyebrow in a questioning manner. They all turned back to their business.

Alpha scanned the battlefield and caught sight of a certain UNSC ship. He snarled in rage.  
"Pilot."

"Y-yes sir."

"Do you see that ship there?" He pointed.

"Yes sir."

"Good. Now put the engines into full throttle and ram them!"

The pilot looked at the new commander with disbelief. "But sir we'll end up killing some of our own!"

Alpha snarled evilly. "Do I look like I care? Now do it!"

The pilot regrettably did as he was told.

 **Lopez's Pov**

"Sir we're receiving reports from the Yautja, they're detecting slip-space activity." A pilot shouted.

"Damn!" Lopez cursed.

Kimbli turned to her. "Hostiles?" He asked.

"Presumably. Spread the word pilot."

He saluted.

A blue portal opened bringing forth five hundred thousand Hoon'tak reinforcements that immediately engaged the Allied Federation.

The 'Valiant' flew through the mess shooting and dodging energy blasts.  
"Sir we're being tailed!"

Lopez gritted her teeth. "Then lose 'em!" She barked.

He pushed the control sticks forward as much as they would go. "I can't, they're coming in to fast!"

Lopez cursed again. "Hang on to something!"

The ship was suddenly hitched forward as the Hoon'tak mothership collided with their thrusters. Many including X, Kimbli and Scar were thrown forward.

"We've been docked, Hoon'tak infantry are making their way on board as we speak, their armed with Forerunner weaponry!"

Lopez cursed and wiped a trail of blood away from her split lip. "Then send some soldiers down there before they reach our weapons storage!"

Elle helped her fallen friends to their feet. "Lopez I'm going down there to help fight." She charged her energy sword, the blue shaped plasma blades crackled with ferocity. She started for the door.

X grabbed her arm. "You're not going down there alone, I'm coming with you."

Elle smiled and handed him the sword, and took out her combi-staff. "I'm better with a spear anyways."

Kay followed. "And I have to keep my eyes on the both of you."

Nearby guards handed them each an Assault Rifle, a few frag grenades and some ammunition. They slung their new weapons onto their backs and exited the room.  
Scar and Rtas' weren't far behind.

 **Zeeltor's Pov**

Lopez looked to Kimbli. "You gotta' weapon ears?"

He shook his head, frowning at the nickname.

"Here." She upholstered her Magnum Pistol and tossed it to the Jee'Dangian. "You do know which end the bullets come out of, right?"

Kimbli narrowed his large eyes at her.

"Just checking."

"Zeeltor." Zed called. "Why don't you grab one of the Banshees in the docking bay and go find Jay. It's imperative that we get a hold of him and the other agents before this is through."

Zeeltor nodded. He understood the true meaning of Zed's orders. Zed wanted him out of harm's way, he was needed elsewhere.

The doctor made his way through the ships corridors before coming to a room filled with docked ships of the Allied Federation. Aliens of the different species were running around packing and unpacking supplies. Now he had to find someone who could pilot a Banshee and would be willing to.  
Most ignored him or had orders otherwise.

A human woman came up to him. She had on a UNSC uniform. Her black hair cropped short like a boy's, she had very tanned skin, bright brown eyes and thin red lips. She looked to be in her late twenties. Her dog tags jangled around her neck as she jogged up.

"Can I help you with something?" She asked kindly.

Zeeltor nodded "I need a Banshee to take me to the freed vessels at the pol of the planet."

She gave him a suspicious look. "A Banshee, What for?"

"General Lopez wants me to locate the MIB agents within the captured ships."

The woman smiled brightly. "Lopez, why didn't you say so earlier? Follow me. Names Maggy of the UNSC by the way." She said happily.

"I'm Doctor Zan'Dozz Zeeltor of MIB." He said following Maggy Wilkerson.

"Really. What's MIB like anyways?" She asked curiously.

Zeeltor smiled at her friendliness. "Well many of the employees there are very friendly, brave, intelligent, and all around amazing people. I work as the head medical officer and chief technician of the MIB headquarters." He truly took pride in his work.

"Wow that's amazing, I'm a field technician. I actually have family in New York. My three brothers and a younger sister. They're always beggin' me to come down for a visit."

"Really, have you ever thought about getting a transfer to MIB? We could always use a talent like yours." He asked hopefully. He was in desperate need of an assistant who knew what they were doing, and she was so friendly and optimism she'd make a great agent.

Her eyes widened with hope. "You really think I have what it takes?"

He smiled. "Defiantly I'll put in a good word to Zed."

She nodded. "Thank you a lot Zeeltor, and I'll see about that transfer after this is all over." She pointed off to her left. "There's a group of Grunts. I'm sure one of them would be more than willing to take you to where you need to go."

"Thanks." He smiled.

She waved and went back to her duties.

The Unggoy were moving a large box of Plasma grenades. Four with orange armor and Plasma Pistols at their sides and one with dark blue armor and a Needler. They supported their methane breathing tanks on their backs as they shuffled around.  
"Excuse me but do any of you know how to pilot a Banshee?"

All five nodded.

"Oh thank heavens. I need one of you to fly me out to the pole of the planet where the freed ships are at." Zeeltor said hurriedly.

"Why?" The orange one asked suspiciously.

"Strict orders from General Lopez."

The orange leader looked at him quizzically. "So wait… does this mean if one of us flies you out, they don't have to fight?"

"Well yes, basically." Zeeltor said confused.

Needless to say Zeeltor no longer had a problem with finding a volunteer. The problem now was choosing one.  
All five Grunts cried out and waved their hands desperately trying to be picked out of the fight, drawing the attention of everyone nearby. It is a well-known fact that Unggoy are notorious cowards. They unlike their Sangheili allies would flee to fight another day rather than die honorably in battle.

"Hold it!" The leader shouted. "Now the only fare way to do this is that I go as the escort and the rest of come as security."  
All the Grunts smiled behind their breathing masks.

"But I only need one-" Zeeltor started but stopped with the flashing of red lights.

"The Hoon'tak have made it through the first defense!" A human soldier shouted. "They're headed this way, prepare for battle!"

Everyone in the room began gathering weapons and barricading the doors. Pilots grabbed their ships and began taking off. Zeeltor's Grunts drew their weapons and formed a protective ring around him.

"Alright we gotta' protect this guy!" The leader shouted. "If he dies we're back to the front line!"

The group made their way to the few remaining Banshees. Zeeltor climbed in behind the blue armored Unggoy. As the engines heated he looked back just in time to see the barricades blown inward and soldiers were tossed back Hoon'tak infantry. He scanned the carnage, his eyes falling upon Maggy's dead body, a hole in the left side of her head from a Hoon'tak foot soldier.


	10. Chapter 10

_Yayap-_ _An Unggy soldier for the Covenant who survived the destruction of Instalation 04, he would go on to live through the Great Schism and join the New Covenant as a transport pilot. (Halo)  
_

 _N7 Armor-_ _Designed to provide the wearer with additional health and shield strength. The armor itself is made of a dual layer fabric armor and kinetic padding within a lightweight ablative ceramic shell. (Mass Effect)  
_

 _Kazdan-_ _Originally one of the test subjects for the UNSC's project utilizing and testing adolescence in advanced warfare, tactical and operational use of advanced technology that was cleverly disguised a card game code named CHAOTIC (Controlled Harnessing of Alien Operated Technology Initiation Corps). The CHAOTIC program would eventually be shut down and replaced with the Orion project, when this happened Kazdan and the other test subjects were offered places in the UNSC military. (Chaotic)  
_

 _Peyton-_ _Another test subject of the CHAOTIC program Peyton chose to join his friend Kaz and going into the UNSC military. (Chaotic)  
_

 _Light Rifle-_ _The Energy Directed Engagement Weapon also called a Light Rifle, is a Forerunner developed rifle that fires a beam of hard light particles. It is basically a Forerunner equivalent of a Sniper Rifle. (Halo)  
_

 _Neural Lace-_ _Also called the neural interface is a standard piece of equipment for all UNSC soldiers. The neural lace is implanted into the user's brain and is then compatible with other equipment. It allows the user to identify allies and enemies on their radar.  
_

 _Hoon'tak Hunter-_ _The highest ranking officer in the military Hunters are carefully chosen from specific bloodlines that have long standing history in military achievement and voluntary service. To be in consideration of becoming a Hunter the family must have at least three generations of voluntary military service and at least one with a substantial honor for his service.  
_

 _Hoon'tak Stalker-_ _The middle rank, the Stalker class is comprised of voluntary inlisters. Being volunteers for military service rather than forcibly drafted they are given better ranks and equipment from the start.  
_

 _Hoon'tak Chaser-_ _The lowest rank in the Hoon'tak military, the Chaser class is made up of drafted males, one from every family, they are the foot soldiers and are often used as cannon fodder, having the weakest armor and weapons.  
_

 _Boltshot-_ _A Forerunner developed pistol that fires concentrated bolts of hard light. (Halo)_

 _Helljumpers-_ _Also known as ODST (Orbital Drop Shock Troopers) are a special organization of the UNSC that specialize in special warfare. (Halo)  
_

 _Pelican Dropship-_ _An extremely versatile aircraft used by the UNSC mainly for transporting troops, equipment and vehicles the aircraft is also equipped with two gatling guns and can be a powerful ground support. (Halo)  
_

 _Doc Dexter Jr-_ _Originally a medic for the UNSC Dexter Jr. eventually transferred over to the Helljumpers for a more in the action feel. (Dexter's Laboratory)_

 _Gaz-_ _A close friend of Tak and Ginger, the three girls entered the UNSC together and quickly moved up in ranks, eventually becoming Helljumpers. Gaz is Corporal Class. (Invader Zim)_

 _Tak-_ _Close friend of Gaz and Ginger and a member of the Helljumpers. She ranks as a Private First Class. (Invader Zim)  
_

 _Ginger-_ _A close friend of Gaz and Tak and a member of the Helljumpers. She ranks a Lance Coprporal. (Snafu Comics)  
_

 _ _OoOoOoOoOoOoOoOoOoOoOoOoOoOoOoOo__

 **Zeeltor's Pov**

The Banshee screamed into space leaving the gory scene behind them. They had succeeded in escaping the battlefield unscathed and were approaching the freed ships.  
Zeeltor stared ahead blankly, hands trembling. The image of Maggy's dead eyes staring lifelessly at him was bored into his mind.  
The leader grunt, known as Yayap, turned to face him as well as he could in his seat.  
"Any ship in particular?"

The doctor looked to the thousands of ships. "Send out a mass message and ask if there is an agent Jay of MIB." His usual cheery voice devoid of any emotion.

"Sure thing boss."

 **Jay's Pov**

"This…this can't be real! This is all just a bad dream, yeah that's it. Just a really bad dream and soon I'm gonna' wake up in the alley and catch the jerk who knocked me out."

"Calm down Jay." Y tried. The young agent was in hysterics.

They had all just recently awoken in Hoon'tak uniforms, they had no memory of what happened before or how they all got there. And then if things couldn't get any weirder a fleet of Federation ships had escorted them away from an enormous Hoon'tak armada. They were hovering over an artificial organic planet when one of the now freed ships broke away from the rest headed to a large UNSC ship.

Now they all had front row seats to an intergalactic battle.  
The large UNSC ship wasn't doing so well. The Hoon'tak mother ship, had rammed it. Both ships were stuck together, still flying and shooting through the heat of the battle, smoke and fire billowed from their hulls. And no one on board knew how it had come to war with the Hoon'tak empire.

One minute he was with Kay searching for their perp and X, then being thrown back into Kay and slipping into unconsciousness. But that was it. Now it looked like 'War of the Worlds' and there was no sign of his partner anywhere. But at least he wasn't alone. Y was there along with a few other agents and even the worms, who having searched the entire ship for coffee with no luck had settled to watching the battle below unfold.

At this point Jay was hyperventilating.  
"Don't tell me to calm down Y! What part of this should I be calm about, huh? The fact that we've been shanghaied and are floating thousands of miles above an unknown planet or the intergalactic space battle?!"

Y could understand the young agents fear. He was scared too, although he knew how to keep his fear in check. "Well think of it this way, at least things couldn't get any worse." He tried.

"Except for the squad of Covenant Banshees headed this way." Sleeble said point out to the window.

Y was just barely paying attention to any of them. "Right except for the squad of-WHAT!?" He quickly looked to where the worm was pointing. "Shit he's right!"

Jay freaked out and ran for the controls. "Where are the weapons?!" He screamed. "Someone fire the torpedoes! Are there any lifeboats on this thing?" His panic was beginning to spread as the worms began screaming in pandemonium.

"We're all gonna' die!" Cried Sleeble.

"Attack formation beta!" Shouted Wormy.

"Woman and worms first!" Cried Geeble.

"I didn't even get a last espresso!" Yelled Neeble.

"EVERYONE CALM DOWN!" Y shouted at the top of his lungs. He pushed Jay out of the pilot's seat. "Look they stopped."

Jay looked out and saw that it was true. The Banshees had stopped a few yards short.

"They're hailing us." Y said as he opened the message.

"Well what are they saying?" Jay asked curiously.

Y's eyes widened a bit. "They're looking for you."

"Well tell them U's not here."

Y almost face palmed. "Not agent U, you you." He said pointing to the young agent.

"What!? Why me?" Jay began to panic again.

"I don't know. Let me ask them who they are." Y communicated with the Banshees while Jay paced behind him muttering to himself.  
"It's doctor Zeeltor. Zed sent him to find you."

Jay mentally and physically relaxed. "The doc? Well then tell him to come aboard."

 _OoOoOoOoOoOoOoOoOoOoOoOoOoOoOoOo_

The Banshees docked and Zeeltor entered with his squad of grunts.

Jay practically hugged him. "Yo doc, you're alright. What's going on here? Where's Kay and Zed and everyone else?"  
Zeeltor tried to smile but couldn't shake the image of Maggy out of his head. He relayed everything that had happened since Jay and Kay's disappearance.

"Are you serious?" Jay asked.

Zeeltor nodded grimly.

"Damn aliens." Y cursed.

The young agent looked to Y. "So what do we do now?"

"Just wait and hope for the best. That's all we really can do." The older agent replied.

"What!? We can't just sit here and do nothing!"

Y was becoming very annoyed at this point. "Listen junior we don't have the firepower to do any real damage. We'd be more harm than good if we went out there."

Jay sighed in defeat, Y was right. All they could do was watch and pray.

 **Kay's Pov**

Smoke pillowed through the corridor making him cough and wheeze. He activated the N7 Armor, a quick gift from Lopez before sending him into battle. The N7 armor was designed to augment tech, biotic and weapons damage as well as provide additional health and shield strength. The helmet was a layer of fabric armor and kinetic padding within a lightweight ablative ceramic shell. Coming standard with a set of communication, navigation, and battlefield awareness software. The body, interlocking plates of thick, ablative ceramic plates, it was designed to be light, effective, and easily repaired.  
Catching his breath as filtered air was pumped through his armor's vents.

 **Kazdan's Pov**

The first blast slammed into the observation doors which lead to the airlocks with a noise that made private Kazdan jump. His heart pounded as he quickly hit the door controls, engaging an emergency lockout. A heavy metal barrier slammed into place with a crash, then began to glow orange Forerunner energy weapons burned their way through.

"They're trying to get through the door!" He yelled.

He glanced down into the bay and saw Peyton, a stricken look on his face. Kaz could see his own startled reflection in the MIB agent's armor's visor. Kazdan lunged for the alarm, and had time to call in an alert. Then the security door exploded in a shower of fire and molten steel.

Kazdan heard the whine of a Forerunner Lightrifle fire, then felt something punch him in his chest. His vision blurred, and he groped to feel the wound. His hand came away sticky with blood.  
It doesn't hurt. He thought. It should hurt shouldn't it?  
He felt disoriented, confused. He could see a flurry of movement, as armored figures swarmed into the observation room. He ignored them and focused on a picture of his wife, Sarah, which he'd had in his pocket, smeared with his own blood. Which had somehow fallen to the deck floor.

Kaz fell to his knees and scrambled for the photograph, his hands shaking. His field of vision narrowed as he struggled to reach the photo. It was only centimeters away now, but the distance felt like kilometers. He'd never been so tired. His wife's name echoed in his mind.

Kazdan's fingers had just brushed the edge of the photograph when an armored boot pinned his arm to the deck. A two fingered hand plucked the picture from the floor. Kaz cursed weakly and struggled to face his attacker. The alien, a Hunter class Hoon'tak cocked its head at the image in puzzlement. He glanced down, as if noticing Kaz for the first time. The human continued to reach for the picture. He dimly heard his friend Peyton's voice call out in anguish.

"Kaz!"

The Hoon'tak aimed the Lightrifle at Kaz's head and fired.

 **Kay's Pov**

Kay bristled. Hoon'tak forces were in close proximity, and a UNSC soldier had just died. He longed to climb to the observation bay and engage the enemy, but he was needed more elsewhere. X and Elle had gone to find and evacuate soldiers, weapons and ammunition, while Scar and Rtas'Vadum took on the larger infantry.  
A cryo-tech opened a hatchway.

"Come on!" He yelled. "We gotta' get the hell outta' here!"

Kay followed the crewman through the hatch and down a corridor. A sudden explosion blew the next door to smithereens, hurled what remained of the technician's body down the passageway, and caused kay's armor power to drop momentarily.

He mentally cursed and reviewed the schematics of the 'Valiant' and doubled back. He vaulted over a pair of power conduits, and landed in the dimly lit maintenance hallway beyond. The emergency lights strobed red and alarms wailed. The rumble of a second explosion echoed down the corridor.  
He pushed ahead, past a dead crewman, and into the next section of hallway. Kay saw a hatch, its security panel pulsing green and hurried forward. There was a third explosion, but his armor deflected the force of the blast.  
The agent forced open the partially melted door, saw an opening to his left, and heard someone scream. A naval crewmen fired his sidearm at a target Kay couldn't see, and the deck shuddered as a missile struck the 'Valiant's' hull.

Kay ducked under a half raised door just in time to see the crewman take an ionized particle shot through the chest as human soldiers arrived and returned fire. Hoon'tak forces backed through a hatch and were forced to retreat into an adjoining compartment.  
Chaos reigned as the ship's crew did the best they could to push the borders back towards the air locks or to trap them in separate rooms where they could be contained and dispatched later.  
Kay heard a low click and heard the familiar voice of Lopez.

"Kay, you read?"

"Loud and clear General. How am I hearing you?"

"We got a call from that Zeeltor fellow. He found your partner and patched us in through a comm link via your armor, doc's pretty damn smart, he did this all remotely. I want you to make your way down to the after-deck, they could really use you there. Zed'll meet you down there."

Kay was relieved to hear that his partner had been found. "On my way."

"Good man, Lopez out."

He heard another click as the link ended, and began following the signs that would take him to the after-deck, trying to avoid the firefights that raged all around.  
He made his way down a darkened access corridor, the Hoon'tak boarders must have shorted out the light circuits in this compartment, and nearly ran headlong into a Hoon'tak Hunter in black armor.  
The alien roared in surprise and anger. The agent crouched and prepared to meet the alien's shoulder charge, then ducked as a marine fire team unleashed a barrage of assault rifle fire at the Hoon'tak. Green gore splashed the bulkhead, and the alien dropped in a crumpled heap. The marines moved forward to secure the area, and Kay nodded in thanks to the squad leader.  
He turned, sprinted down the passageway, and made it to the after-deck without further incident.

He looked through a view port, saw the artificial world and was momentarily curious about it. He strode towards a large room that doubled as a captain's station, near the center of the after deck.

A variety of naval personal sat hunched at their consoles as they struggled to control their beleaguered vessel. Some were busy shooting the latest wave of Hoon'tak fighters, others worked on damage control, and one grim faced lieutenant made use of the ship's environmental systems to suck the atmosphere out of those compartments which had been occupied by Hoon'tak forces. Some of the enemies carried their own atmosphere, but some of them didn't which made them vulnerable. There were crew in some of those spaces, perhaps some she knew personally, but there was no way to save them. If she didn't kill them, the enemy would. Kay understood the situation well. Better a quick death in a vacuum than at the hands of the Hoon'tak.

He spotted Zed near the main tactical display. Zed studied the screens intently, particular a large display of the strange mountainous structure that surrounded 'Genesis'.

The MIB agent came over. "Zed."

Zed turned to face him. "Kay. Things aren't going well. Everyone did their best, a fleet of New Covenant and Federations ships are right behind us, trying to destroy the Hoon'tak's mother ship. But their chances of succeeding look slim."

A holograph image of Zeeltor suddenly materialized onto a holo-panel. "I'm glad to see that you're okay. I managed to get my way into the ship vital systems by hacking the satellite and re-routing the output systems."

Before Kay could reply, another blast rocked the entire ship. He grabbed a nearby support pillar and braced himself, as several of the crew crashed to the deck nearby.

Zed grabbed onto a console for support. "Report!"

Zeeltor's hologram shimmered blue. "It must have been one of their boarding parties. My guess is a high-powered particle charge."

The fire control officer turned in his seat. "Sir! Fire control for the main cannon is offline!"

Zeeltor looked at Zed. The loss of the ship's primary weapon, the magnetic accelerator cannon, was a crippling blow to their holding action.  
"Zed the cannon was your last defensive option."

"All right, you hearing this Lopez?" Zed said gruffly.

"Rodger." Came her angry voice.

"I'm thinking we abandon ship and head for the planet below, your thoughts?"

"Great minds think alike!" Lopez shouted. "Alright listen up! We're abandoning the 'Valiant'. That means all of you!"

"While you do what, go down with the ship?" Zed shot back.

"In a manner of speaking," She replied. "I'm gonna' try to land the 'Valiant' on 'Genesis."

Kay shook his head. "With all due respect general, this war has enough dead heroes."

There was a momentary silence.  
"I appreciate the concern Kay, but it's not up to me. The destruction or capture of UNSC technology or shipboard ranking officers is absolutely unacceptable. That means all of you are abandoning ship. Lock in a selection of emergency landing zones and upload them to my neural lace."

Zed paused then nodded. "Yes sir."

"This is where you come in Kay." Lopez said over the comm link. Gather as many officers as you can fit in a lifeboat. Keep them safe from the enemy. If they're captured, they'll learn everything about us and the Federation. Force deployment, weapons research." She paused then added. "Earth."

Kay nodded. "I understand."

Zeeltor glanced at Kay. "Agent Kay if you could insert a portable info chip into this holo-pad I'll be able to 'upload' into your suits functions and monitor the landscape from there."

Kay nodded. He took the chip from the back of his helmet and inserted it into the holo-pad, and touched a series of controls. Zeeltor's hologram disappeared and kay pulled the chip re-inserting it into his armor.

"There we go." He heard the doc's voice from his personal com link. "Now I'll begin to upgrade your systems."

A small blue bar appeared at the top center of his helmet visor, an image of a few weapons and ammunition appeared to the right, a small radar at the bottom left, an image of his frag grenades in the two left. A small circle in the center of his visor.

"You can now view your shield level here, your weapons and ammunition counter, a motion tracker that will monitor enemies and allies in the proximity, your grenades, and a cross-hair that will increase your aim capabilities. I'll upload maps and inform you on your current location."

Zed locked eyes with Kay. "Good luck Kay."

The agent saluted and left the after-deck.

The sounds of fighting were even louder now, indicating that in spite of the crew's best efforts, Hoon'tak forces had still managed to fight their way out of areas adjacent to the air locks and made it all way up to the area around the command deck.  
Bodies lay strewn around the corridor, roughly fifty meters from the bridge. The human defenders had pushed them back, but Kay could tell that the last assault had been close. Too close.

Kay paused to kneel next to a dead officer, took a moment to close her eyelids, and gathered the fallen trooper's ammo. The pistol the soldier had given to him on the bridge was standard Navy issue. It fired 12.7mm semi-armor piercing high-explosive ammo from twelve round clips. Not what he would choose to tackle a Hoon'tak Hunter's armor with, but good enough for Hoon'tak Chaser armor.  
There was a metallic click as he slipped the first clip into the pistol's handle, followed by the targeting reticle lighting up on his visor as his armor made electronic contact with the weapon.  
Then, conscious of the need to evacuate the ship, he made his way down the corridor.

He heard the higher-pitched grunts and roars before he actually saw the Hoon'tak Chaser class troopers themselves. Consistent with his status as a veteran, the first alien to come around the corner wore red trimmed armor and a marine's pistol belt. The alien wore the captured gear poncho villa style. Two of his comrades brought up the rear.

Confident that there were more of the vaguely simian aliens on the way, Kay paused long enough to let more of them to appear, then opened fire. The recoil compensators in his armor damped the effect, but he could still feel the handgun kick against his palm.  
All three of the Chasers went down from head shots. Phosphorescent green ichor spattered the deck. It wasn't much but it was a start. Kay stepped over their bodies and moved on. A lifeboat. That was his real goal, and he would do whatever it took to find one.

 **Shee'va's Pov**

Ashamed by the ignominy of it, but with his orders, the Hoon'tak called Shee'va waited until the Chasers, Stalkers and Hunters had charged out through the human air lock before leaving the assault boat himself. Though armed with a Forerunner Boltshot plus a half dozen Pulse Grenades, he was there to observe rather than fight, which meant that the Hoon'tak would rely on his stolen active-camouflage unit to keep him alive.

His role, and an unaccustomed one at that, was to function as a 'Theta' or spy for Alpha. The concept, as outlined to Shee'va by the superior, was to insert experienced officers into situations where intelligence could be gleaned, and to do so early enough to obtain high-quality information about the Federations weaknesses for later use.

The Hoon'tak were sent in three divisions, each consisting of troops from the three military classes. The Chasers, the lowest class made up of force employment of civilian Hoon'tak males, one from each family unit. These Chasers were sent in large numbers to coral the enemy to the higher class of warriors, both their armor and weapons were weak, Chasers were basically cannon fodder.

The Stalkers were a higher class, basically the equivalent of Privates. The Chasers were Hoon'tak who joined the military willingly and were assigned better training, weapons and armor.

The Hunters were the highest of the Hoon'tak infantry. They were trained officers carefully chosen from families with long standing military history. They were assigned the most high tech weapons and strong armor.

Though both intelligent and brave, Alpha felt that the Hoon'tak had an unfortunate tendency to destroy everything in their path, leaving very little for the empire to analyze. Now, by adding Shee'va to the combat mix, Alpha hoped to learn and destroy the Allied Federation by using data on their weapons and force deployments to the greatest prize of all. The coordinates to all their home planets.

Shee'va had one other major objective. To capture senior personnel. It was bound to be difficult, but a quick check confirmed that the video gear was working.  
So even though the assignment was empty of the glory of kills, Shee'va understood its purpose, and was determined to succeed, if only as a means to return to the regular infantry where he belonged.

The Hoon'tak heard the rhythmic clatter of a human weapons as a group of their Marines backed around a corner, closely pursued by a pack of Hoon'tak comprised by Chasers and Stalkers. The Theta considered killing the humans, thought better of it and flattened himself against a bulkhead. None of the combatants noticed the point where the metal appeared slightly distorted, and a moment later the spy slipped away.

 **Kay's Pov**

It seemed as if the 'Valiant' was infested with barbaric aliens that spouted ionized particle fire. Kay grabbed an MA5B Assault Rifle along with close to four hundred rounds of 7.62mm armor piercing ammunition. In this situation, with plenty of ordnance lying around, he preferred to reload when the ammo indicator on his weapon dropped to around ten. Failure to do so could result in disaster if he ran into serious opposition.  
Kay couldn't help but think of how much he was reminded of his time in military school, back before MIB. His father had been a sergeant major in the marines and expected his son to follow in his footsteps. Neither his father nor he ever expected what would come of his life.  
With that in mind, Kay hit the release, allowed a nearly empty magazine to fall, and shoved a new clip into its place. The weapons digital ammo counter reset, as did the one in his visor.

"Your close." Zeeltor said over the com. "Duck through the hatch ahead and go up one level."

Kay ran into a shimmery, black-clad Hunter and opened fire. There were Chasers in the area as well, but he knew the Hunter posed the real danger. He expertly sprayed a trio of bursts at the alien. The Hoon'tak roared curses and fired in return, but the sheer volume of the specially hardened 7.62mm projectiles caused the Hunter's armor to crack, shatter, and fail. The bulky alien fell to his knees, bent forward and collapsed.  
Frightened by what happened to their leader, the Chasers turned and began to retreat.

Individually, the Chasers weren't too much of a big deal, their armor was weak and their weapons were not very powerful, in the Hoon'tak army they were basically there to keep bullets away from higher ranking individuals, but the agent had seen what a group of the aliens could do. He opened fire again. Alien bodies tumbled and fell. He continued on through a hatch, heard more firing and turned in that direction.  
"Hoon'tak! On the landing above you!" Zeeltor called out.  
He ran toward a flight of metal stairs, and charged straight for the landing. Boots rang on metal as he slammed a fresh magazine into the weapon's receiver and passed a wounded marine. The agent remembered the soldier from the bridge. The marine held a dressing to a Light Mass burn and managed a smile.

"Glad you could make it, MIB…we saved some party favors just for you."

The agent nodded, paused on the landing and took aim on a Stalker. This Stalker carried an energy shield stolen from a Kig-Yar long ago. The Stalker shifted to take aim at the wounded marine, and Kay saw his opening. He fired a burst at the Stalker's unprotected flank and the alien hit the deck, dead.

MIB's finest reached for another magazine. Another Hunter roared, as did another. There was no time to reload, so Kay turned to take them on. He discarded the Assault Rifle and drew his sidearm. There were a pair of dead marines at the alien's feet, roughly twenty five meters away. Well within range, he thought and opened fire.

The lead Hunter snarled as the powerful handgun rounds tore into the helmet around his head.  
Sensing the human's threat, the aliens shifted all of their fire in his direction only to watch as it dissipated against his shields and armor.  
A group of marines had the misfortune of retreating into that particular stairwell, followed by a group of Stalkers who joined their Hunter brothers in attacking the MIB.

Now free to direct their fire wherever they chose, the marines launched a hastily organized counterattack. A fragmentation grenade blew one Hunter into green bloody ribbons, shredded the Stalkers who had the poor judgement to stand next to him and sent pieces of flying shrapnel flying across the stairwell to slam into the bulkhead. The other Hunter was consumed by a hail of bullets. He seemed to wilt, fold and fly apart.

"That's what I'm talking about!" A marine cheered. He fired a _coup de grace_ into the alien's head.

Satisfied that the area was reasonably secure Kay moved on. He passed through a hatch, helped a pair of marines take out a group of Chasers and marched down a corridor drenched with blood-both Human and Hoon'tak.  
The deck shook as the 'Valiant' took a new hit from a ship-to-ship missile. There was a muffled clang and a light flared beyond a view-port.

"The lifeboats are launching!" Zeeltor announced. "You should hurry!"

"I am hurrying," Kay replied. "I'll get there as soon as I can."

Zeeltor started to reply, reconsidered and apologized. Sometimes fallible though they were, MIBs were right.

 **X's Pov**

X had just gotten the call from Lopez. He was to get as many dropships and pilots off the 'Valiant' as possible by any means. Elle had gotten her orders to, she was in charge of the Helljumpers. Which meant they had to go separate ways. He didn't like it but if he didn't many would die.

X waited for a Chaser to round the corner. He shot it in the head and the bastard dropped like a rock. He took a quick peak, verified that the next corridor was clear and motioned to those behind him.

"Come on! Let's get while the getting's good!"

Three pilots along with and equal number of ground crew, Scar and Rtas' followed as X thundered down the hall. He ran with a flat-foot determination. The plan, if the wild assed scheme he'd concocted could be dignified as such, was to make it down to the ship's launch bay, jump into the D77-TC 'Pelican' dropships, and get off the 'Valiant' before the cruiser smacked into the planet below.

At best, it would be a tricky takeoff and a messy landing, but he'd rather die behind the stick of a bird or a gun than trust his fate to those damn Hoon'tak. Besides if they got some of those birds off, maybe they'd come in handy. That was looking like an increasingly big maybe. It was ironic a few days ago he was trying to end his life and now he was doing everything possible to prevent the same outcome.

"They're behind us!" Somebody yelled. "Run faster!"

X wasn't a sprinter, he was used to close range combat, damn it. He turned to take on his pursuers, when a globe of glowing yellow ionized particles sizzled past his large ear.  
"Screw this!" He yelled, then ran with renewed energy.

 **Laurel's Pov**

The 'Valiant's' contingent of Orbital Drop Shock Troopers, also known as ODST, or Helljumpers had originally been assigned to protect the cruiser's power plant, which consisted of a unique network of fusion engines. That's where Elle had been told to go by Lopez, who had made her lieutenant of the platoon. She'd filled her in that she'd have to be tough as shit to get their attention. They weren't exactly thrilled to be taking orders from a girl who'd just jumped ship, but after a few words from 'Momma Lopez' they were marching in line two by two.

The engine room was served by two main access points, each protected by a Titanium-A hatch. Both were connected by a catwalk and were still under human control. The fact that Lopez's marines had been forced to stack the Hoon'tak bodies like firewood in order to maintain clear fields of fire testified to how effective the men and woman under her command had been.

There had been human casualties as well, plenty of them. Laurel who waited impatiently while 'Doc' Dexter, the platoon's medic, bandaged the arm of a purple haired soldier. There was a lot to do and clearly she wanted to get to it.

"Got some bad news for you Gaz" The medic said. "The tattoo on your bicep, the one with the skull and the letters 'ODST' took a serious hit. You can get a new one of course…but scar tissue won't take the ink in quite the same way."

Elle knew the talk had a purpose, knew it was Doc's way of taking the soldier's mind off 'Cup, Tak and Ginger. Their comrades who'd died in the last wave. The medic secured the bandage in place and the officer rolled her sleeve down over the dressing.

Gaz smiled, something she rarely did. "You know what, Dex. You are truly full of it. And I mean that as a compliment."

Dex wiped his forehead with the back of a sleeve. It came away with some blood on it.  
"Thanks, Private. Compliment accepted."

"All right," Elle boomed as she strode out onto the center of the catwalk. "Listen up! Play time is over. General Lopez is tired of our company and wants us to leave this tub. There's a planet down there, complete with an atmosphere, gravity and the one thing marines love like beer, and that's dirt beneath our feet." The young agent paused at this point, allowing her eyes to sweep the faces around her, her mouth straight as a crease.

"Most of the crew, not to mention your fellow jarheads, will be leaving the ship on lifeboats. They'll ride to the surface in air conditioning comfort, sipping wine and nibbling on appetizers. Not you however. Oh no, you're going to leave the 'Valliant' by a different method. Tell me, boys and girls…How will you leave?"

It was a time honored ritual Lopez had filled her in on, and the ODST marines roared the answer in unison. "WE GO FEET FIRST SIR!"

"Damned right you do." Elle barked. "Now let's get to those drop pods. The Hoon'tak is holding a picnic down on the surface and every single one of you is invited. You have five minutes to strap in, hook up and shove a cork in your ass."

It was an old joke, one of their favorites and the marines laughed as if they had just heard it for the first time.

Then they formed into squads and followed their new noncom out into the corridor that ran down the port side of the ship.  
Elle led her platoon down the hall, past the troopers assigned to guard the intersection and through what had been a battlefield. Bodies lay sprawled where they had fallen, ion burns marked the bulkheads and a long line of 7.62mm dimples marked the last burst that one of the dead soldiers would ever fire.

They pounded around a corner and into what the marines referred to as 'Hell's waiting room'. The troopers streamed down the center of a long narrow compartment that housed to rows of oval shaped individual drop pods. Each pod bore the name of an individual trooper and was poised over a tube that extended down through the ship's belly.

Most combat landings were made via armed assault boats, but the boats were slow and were subject to antiaircraft fire. That was why the UNSC had invested the time and money necessary to create a second way to deliver troops through an atmosphere. The HEV, or Human Entry Vehicle.  
Computer controlled antiaircraft fire would nail some of the pods, but they would make small targets and each hit would result in one death rather than a dozen. There was just one problem. As the ceramic skins that covered the HEV's burned away, the air inside the pods would become unbelievably hot, sometimes fatally so. Which was why ODST personnel were referred to as Helljumpers. It was an all-volunteer outfit, and it took a special kind of crazy to join up.

Elle remained on the central walkway until each of her men had entered their particular pod. She knew that meant she would have sixty seconds less to make her own preparations and was quick to enter her HEV once the last hatch had closed.

Once inside, Elle's hands were a blur as she secured her harness, ran the obligatory system checks, removed a series of safeties, armed her ejection tube and eyed the tiny screen mounted in front of her. The 'Valiant's' fire control computer had already calculated the force required to blow the pod free and drop the HEV into the correct entry path. All she had to do was hang on, pray that the pod's ceramic skin would hold long enough for the chute to open and try to ignore how fragile the vehicle actually was. No sooner had the MIB braced her shoes against the bulkhead and looked up at the countdown, than the last digit clicked from one to zero. The pod dropped, accelerated out of the ejection tube and fell toward the artificial world below. Her stomach lurched and her heart rate spiked.

"Holy f*ck!" She screamed. Her shout was followed by cheering, hoots and hollers and a few cat calls over the team frequency.

Somebody popped a tiny disk into a data player, touched a button and pushed the hyped up strains of the Helljumpers anthem, 'Highway to Hell', out over the freq. The regs made it clear that unauthorized use of UNSC communications facilities was wrong, very wrong, but Elle knew that at that particular moment it was right and Lopez must have agreed if she was listening because nothing came over the command freq. The music pounded in her ears, the HEV shuddered as it hit the outer layer of the planet's atmosphere and the marines fell feet first toward Genesis.

 **Kay's Pov**

The deck jumped as the 'Valiant' absorbed yet another blow and the battle continued to rage outside and in. Kay was close now and prepared to sprint for a lifeboat.

That was when Zeeltor said, "Behind you!"

And the agent felt an ionized particle bolt him squarely between the shoulder blades. He fell, rolled and sprang to his feet. He whirled to face his attacker and saw a Chaser had dropped out of an overhead maintenance way. The alien stood with his feet planted on the deck, a Boltshot overcharging in his claw.  
Kay took three steps forward, used his Assault Rifle to knock the enemy off his feet and followed it with a three round burst. The Chaser's Boltshot discharged its stored energy into the ceiling. Drips of molten metal sizzled on Kay's armor. The armor piercing rounds punctured the alien's jugular vein, released a stream of green blood and caused him to gag choke on it.

A trio of additional Chasers landed on the agent's back forcing him down and grabbed hold of his shoulders. It was almost laughable, until he realized that one of them was trying to remove his helmet. A second alien carried and ignited Pulse Grenade. The bastards meant to drop the explosive into his armor. He flexed his shoulders and shook himself like a dog. Hoon'tak flew in every direction as Kay used short controlled bursts to put them down. He turned toward the lifeboats.

"Now!" Zeeltor urged. "Run!"

The human ran, just as the door started to close. A nearby marine fell while running for the escape craft and the agent paused long enough to scoop the soldier up and hurl both of them into the boat. Once inside, they joined a small group of crew officers already on board the escape craft.

"Now would be a very good time to leave." Zeeltor commented coolly, as something else exploded and the cruiser shuddered in response. Kay stood facing the hatch. He waited for it to close all the way, saw the red light appear and knew it was sealed.

"Punch it."

The pilot triggered the launch sequence and the lifeboat blasted free of the ship, balanced on a column of fire. The boat skimmed along the surface of the 'Valiant' at dizzying speed. Energy blasts from a Hoon'tak warship slammed into the 'Valiant's' hull. In seconds, the lifeboat dropped away from the cruiser and dove toward the planet.

Kay killed his external com system and spoke directly to Zeeltor. "So any idea where everyone is and where we are headed?"

"As far as I can tell agent Elle is already headed to the planet's surface, agent X is almost to the Pelican drop ships with Scar and Rtas'Vadum, Thel'Vadam is on a cruiser not far behind us, 'Karepta is still running the battle above and Lopez is still at the controls of the 'Valiant'. As for where we are headed, no, not exactly." Zeeltor admitted. "I managed to slice some data out of the Hoon'tak battle network. The planet is called 'Genesis', and the artificial mountain structure surrounding it was built by the Engineers and is some kind of large installation, of what kind I can't say. But other than that…your guess is as good as mine."

"Genesis." He repeated. "Looks like we're going to be calling it 'home' for a while."

The lifeboat was too small to mount a Shaw-Fujikawa faster-than-light drive so there was nowhere to go but the planet below. There were no shouts of jubilation, no high fives, only silence as the boat fell through the blackness of space. They were alive, but that was subject to change and that left nothing to celebrate.  
One marine said, "This really sucks." No one saw any reason to contradict him.


	11. Chapter 11

_Storm Rifle-_ _Also called the Directed Energy Rifle, is a Covenant developed rifle made for the strong build of the Sangheili. The weapon serves as an equivalent to the Assault Rifle and fires bolts of plasma._

 _Suppressor Rifle-_ _A Forerunner developed rifle that is a close equivalent to an machine gun as it fires rapid bolts of hard light that destroy any organic matter.  
_

 _Isaac Clarke-_ _Previously an engineer for the Concordance Extraction Corporation after an incident on the Ishimura spacecraft and the events that followed he transferred to the UNSC and got his piloting license for the Pelican dropship. (Dead Space)  
_

 _John Carver-_ _Following Clarke's example John Carver also got a transfer to the UNSC to become a pilot. (Dead Space)  
_

 _James 'Black' Douglas-_ _Also known as the 'The Good Sir James' and 'The Black Douglas' was a Scottish knight and a feudal lord. He was one of the chief commanders in the Scottish wars for independence._

 _Teviotdale-_ _A large area in Scotland which was previously described as the land being drained by the river Teviot, the river Tweed and their tributaires, today it is now called the County of Roxburgh.  
_

 _Ashley Williams-_ _A soldier who previously served in the System Alliance as a Gunnery Chief. She later left the System Alliance for a position within the Helljumpers of the UNSC._

 _ _OoOoOoOoOoOoOoOoOoOoOoOoOoOoOoOo__

 **X's Pov**

X and his companions including the UNSC pilots, Scar and Rtas'Vadum skidded to a halt, turned back the way they had come and let loose with everything they had. Their weaponry included five pistols, three Assault Rifle, X's Energy Sword, Scar's combi-staff, Rtas's Storm Rifle and a Forerunner Suppressor Rifle that a pilot had scooped up along the way. Not much of an arsenal but sufficient to knock three Stalkers off their feet and put the aliens down for good.

Eager to get aboard the ships, the group ducked through the docking bay hatch, closed it behind them and ran for the Pelicans. X spotted his newly acquired bird, gave thanks for the fact that it was undamaged and ran up the ramp. It was fueled, armed and ready to fly. Isaac Clarke, his copilot, dropped into position behind him, with crew chief John Carver bringing up the rear.

Once in the cockpit, X strapped in, ran an abbreviated pre-flight checklist and started the transport's engines. They joined with the rest to create a satisfying roar.

The outer hatch cycled open. Loose gear tumbled into space as the bay explosively decompressed. Moments later, the cruiser entered the artificial world's atmosphere, which meant that the transports could depart, but they had to do it soon. Reentry friction was already creating a wall of fire around the ship.

"Damn!" Clarke exclaimed, "Look at that!" and pointed forward.

X looked, saw a Hoon'tak landing craft coming straight toward the bay, braving the heat generated by the 'Valiant's' reentry velocity.  
There was a limited window of opportunity to get off this sinking ship and the Hoon'tak bastard was right in the way. He swore and released the safety on the Pelican's 70mm chain-gun. The weapon shook the entire ship, punched holes through the alien armor and hit something vital. The enemy vessel shuddered, lost control and spun into the 'Valiant's' hull.

"All right," The Jee'Dangian leader said over the ship-to-ship frequency. "Let's go down and meet our hosts. See you on the ground. X out." He clicked off the transmitter and whispered, "Good luck Elle."

One by one the dropships left the bay, did a series of wingovers and dropped through the burning atmosphere. X struggled to maintain control as the atmosphere tore at his ship. The status panel flashed a heat warning as friction created a massive thermal buildup along the Pelican's fuselage. The leading edges of the ship's short, stubby wings started to glow.

"Jeeze boss," Carver said, his teeth rattling from the constant jouncing of the Pelican. "Maybe this wasn't such a good idea."

X made some adjustments. Managed to improve the ship's glide angle and glanced to his right. "If you've got a better idea," He yelled. "Bring it up at the next staff meeting."

Carver nodded. "Yes sir."

"Until then," He added. "Shut the hell up and let me fly this thing."

The Pelican hit an air pocket, dropped like a rock and caught itself. The transport shook like a thing possessed. X screamed with anger and battled his controls as his ship plummeted toward the surface of the strange world.

 **Lopez's Pov**

Hoon'tak forces had launched a concerted attack on the command deck about fifteen minutes earlier but the defenders had beaten them back. Since that time the fighting had lessened and there were reports that at least some of the invaders were using their assault boats to leave or retreating back to their own ship that was still stuck tight to the 'Valiant'.  
It wasn't clear whether it was due to the considerable number of casualties Hoon'tak forces had suffered, or the realization that both ships were in danger of falling apart, but it hardly mattered. The important thing was that the area around the bridge was clear, which meant that Lopez, Kimbli, Zed and the command team who remained to help her, could carry out their duties without fear of being shot in the back. At least for the moment.

The next task was to take the 'Valiant' down into the atmosphere. No small order considering the fact that, like all vessels of her tonnage, the warship had been constructed in zero-G conditions and wasn't well equipped for this type of movement within the atmosphere.

But Lopez believed it was possible, she planned to get close with the planet's surface, hand control to the subroutine that had been left for that purpose and use the last lifeboat to make their escape. Maybe the ship would pancake in the way she had planned, and maybe it wouldn't. Whatever the case, it was almost sure to be a landing that would best be experienced from a safe distance.

Kimbli turned to look at the data scrolling across the navigation screen and detected motion out the corner of his eye. He looked, saw the primary weapons control station shimmer like a mirage in the desert and rubbed his eyes.

"Alright?" Lopez asked.

Kimbli nodded.

"Good, now help me put her down."

By the time the council adviser looked for a second time, the phenomena had vanished. Kimbli frowned, turned back to the nav screen and began the sequence of orders that would put the 'Valiant' in the place she was least equipped to go, on solid ground.

 **Shee'va's Pov**

Shee'va held his breath. The Jee'Dangian had looked straight into his eyes, given no alarm and turned away. Surely his activities had been blessed.  
The camouflage unit stolen from a dead Sangheili, combined with his own talent for stealth, had proven to be extremely effective. Since he had come aboard, Shee'va had toured both the ship's engine room and fire control center prior to arriving on the bridge. Now standing in front of a vent, the Hoon'tak contemplated what to do next.

Many of the ship's officers had either been evacuated or killed, he was sure of that. At least a few senior personnel remained however, which meant there was still a chance. In fact, based on the manner in which the other humans interacted with her, Shee'va felt certain that the human female named 'l-O-piz' held the position of 'Ship Master' and judging by the elder Jee'Dangian's formal clothing he was of high status in the Federation. The human male in the suit was also deemed valuable, the senior officer of MIB. Very valuable prizes indeed.

The human female would be the real challenge though, she was obviously a very skilled warrior. But how to do it? She wouldn't come willingly, that was obvious, and her companions were armed. The moment Shee'va deactivated his camouflage they would shoot him. Individually, the humans were weaklings, but they were dangerous in packs. And animals grew all the more dangerous the nearer they came to extinction. No, patience was the key, which meant that the Hoon'tak would have to wait. Vapor continued to roll out of the cold air vent and the air seemed to shimmer, but no one noticed.

"All right," Lopez said. "Let's put her down…stand by to fire the bow thrusters…Fire!"

The bow thrusters ignited and slowed the ship's rate of descent. The 'Valiant' wobbled for a moment as it battled against the planet's gravity field, then corrected its angle of entry which was made even more difficult since it had to work twice as hard to carry the Hoon'tak ship as well.  
The ship's autopilot took over then, or rather, the navigational program did.

The 'Valiant's' thrusters fired in increments so small that they were like single notes in an ongoing melody. The highly adaptive subroutine tracked variables, monitored feedback and made thousands of decisions per second to compensate for the extra weight.  
The much abused hull shuddered as it entered the atmosphere, started to shake and sent a host of loose items tumbling to the deck.

"That's as far as we can take her." Lopez announced. "Delegate all command and control functions to the navigational programs, and let's haul ass off this boat."

There was a ragged chorus of 'Aye, ayes.' As the bridge crew disengaged from the ship they had worked so hard to save, took one last look around and drew their side arms. The fighting had died down, but that didn't mean all of the Hoon'tak forces had left.

Shee'va watched anxiously as the humans started to leave the bridge. He waited for the last person to exit and fell into step behind. The beginnings of a plan had started to form in his mind. It was audacious-no, make that outrageous, but the Hoon'tak figured that made the scheme all the more likely to succeed.

 **Lopez's Pov**

The lifeboat reserved for the bridge crew was close by. Six marines had been detailed to guard it and three of them were dead. Their bodies had been dragged off to one side and laid in a row.

A corporal shouted, "Attention on deck!"

Lopez saluted back. "Thanks for waiting boys. I'm sorry about your buddies."

The corporal nodded stiffly. He must have been off duty when the attack began, one half of his face needed a shave. "Don't worry about it Mamma Lopez, they took a dozen of the bastards with 'em."

Lopez nodded.  
Three lives for twelve. It sounded like a good trade-off but how good was it really? How many Hoon'tak troops were there anyway? And how many would each human have to kill? And what about all the other soldiers out there, the Covenant, the Federation and the Yuatja? How many have they lost already?  
She shook the thought off and jerked her thumb toward the opening. "Everybody into the boat, on the double!"  
Zed and the officers from the after-deck were already seated inside.

 **Shee'va's Pov**

The survivors streamed onto the boat and Shee'va followed, though it was difficult to avoid touching the human vermin in such tight quarters. There was a little bit of space toward the front and a handhold which would be useful once the gravity generated by the larger ship disappeared.  
Later, after the lifeboat landed, the Hoon'tak would find an opportunity to separate 'l-O-piz' the Jee'Dangian and the MIB from the rest of the humans and seize them.

In the meantime all he had to do was hang on, avoid detection and make it to the surface. The passengers strapped in. The lifeboat exploded out of the bay and it fell toward the planet below. Jets fired, the small craft stabilized and followed a pre-calculated glide path toward the surface.

 **Lopez's Pov**

Lopez glanced at Kimbli. Kimbli was seated three slots after the pilot, he frowned, as if looking at something, then she caught sight of the shimmering in front of the wall to the back.  
She waited for the boat to clear the atmosphere then leaned toward the marine to her right.

"Excuse me, corporal."

"Sir?" The marine looked exhausted, but somehow managed to snap to a form of attention, despite being belted into an acceleration chair.

"Hand me your sidearm."

The expression on his face made it plain that the last thing the soldier wanted to do was part company with his weapon, particularly in close quarters. But the General was the General, so he had very little choice.  
The words, 'Yes sir,' were still making their way from the noncom's brain to his mouth when he felt the M6D Magnum Pistol removed from its holster.

Would one of the12.7mm rounds punch its way through the lifeboat's relatively thin hull, Lopez wondered. Would it cause a blowout and kill everyone aboard? She didn't know, but it was time to roll the dice. What she did know was that the Hoon'tak son of a bitch standing in the lifeboat with them was about to die. Quickly Lopez raised the weapon, aimed at the very center of the strange, ghostly shimmer and pulled the trigger.

 **Shee'va's Pov**

The Hoon'tak saw movement, had nowhere to run and was busy reaching for his own Boltshot when the first bullet struck. The M6D bucked, the barrel started to rise and the third slug from the top of the clip passed through Shee'va's helmet, blew his brains out through the back of his skull and freed him from physical reality.

 **Lopez's Pov**

No sooner had the noise of the last shot died away than the camo generator failed and the Hoon'tak appeared as if from thin air.  
The alien's body floated back toward the rear of the cabin in the low gravity. Thousands of globules of green alien blood escorted bits of brain tissue on their journey to the lifeboat's stern. Lieutenant Smith ducked as one of the Hoon'tak's boots threatened to hit her in the head. She pushed the corpse away, her face impassive. The rest of the passengers were too shocked to do or say anything at all.

The General calmly dropped the clip from the gun, ejected the round in the chamber and handed the weapon back to the corporal.  
"Thanks," She said. "That thing works pretty well. Don't forget to reload it."

Lopez turned to the stunned Klimbli who stared at the corpse. "Good eyes."

He nodded in thanks.

 **Laurel's Pov**

Consistent with standard UNSC insertion protocols, newly assigned lieutenant Elle's HEV accelerated once it was launched so that it was among the first to enter 'Genesis's' atmosphere. There were a number of reasons for this, including the strongly held belief that officers should lead rather than follow, be willing to do anything their troops were asked to do and expose themselves to the same level of danger.  
There were still other reasons, beginning with the need to collect, sort and organize the troops the moment their boots touched the ground. Experience demonstrated that whatever the Helljumpers managed to accomplish during the first so called 'golden hour' would have a disproportionate effect on the success or failure of the entire mission.

Especially now, as the marines dropped onto a hostile world without any of the Intel briefings, virtual reality simulations, or environment specific equipment mods they would normally receive at MIB.  
Fortunately the command pod was equipped with a lot of gear that the regular 'eggs' weren't, including some high powered imaging gear and the class C military AI (Artificial Intelligence) required to operate it.

This particular intelligence had been programmed with a male persona, the name Douglas -after the famous James (Black) Douglas, Lord of Douglas, and a personality to match. Though he was a good deal less capable than a top level AI, all of Douglas's capabilities were focused on things military, which made him extremely useful if somewhat narrow minded.  
The HEV shook violently and flipped end for end as the interior temperature rose to 98 degrees. Sweat poured down Laurel 's face.

"So," Douglas said, his voice coming in via her earplugs. "Based on the telemetry available from space, plus my own analysis, it appears that an artificial structure I've tagged as HS2604 will meet your needs." The AI's tone changed slightly as a conversational subroutine kicked in. "Perhaps you would like to call it 'Teviotdale' after the battle I conquered in Scotland?"

"Thanks," Elle croaked as the pod began flipping a second time. "But no thanks. _You_ didn't take Teviotdal, Lord James Douglas did. Second there weren't any computers in 1313 and third and most importantly, none of my boys and girls would be able to pronounce 'Teviotdale'. The name 'Blue Base' will do just fine."

The AI issued a passable rendition of a human sigh. "I see you take right after 'Mamma Lopez'. Very well then. As I was saying, 'Blue Base' is located at the top of this Butte [By-oot]."

The curved screen located just centimeters from the end of the agent's nose shimmered and morphed into a picture of a thick, pillar-like formation topped by a mesa with some variegated flat-roofed structures located at one end.

That was all Elle got to see before the HEV's started to melt away revealing the alloy crash cage that contained the officer and her equipment. The air became so hot it seemed to freeze and tore at her clothes. A moment later, the braking-chute system engaged. Elle winced as the pod decelerated with a bone rattling jerk. Her harness bit into her shoulders and chest.

Douglas sent an electronic signal to the rest of the Helljumpers. The remains of their HEV's turned in whatever direction was necessary in order to orient themselves on the command pod and follow it down through the atmosphere.  
All except for private Ashely Williams, who heard a snap as her main chute tore away. There was a sickening moment of free fall, then a jolt as the backup chute deployed. A red light flashed on the instrument panel in front of her as the back-up chute burned up. She started to scream on freq two, until Elle cut her off. Laurel closed her eyes, another bead to add to her rosary.  
It was a death every Helljumper feared, but none of them talked about. Somewhere, down toward 'Genesis's' surface, Ashely was about to dig her own grave.

Elle, who finally felt her HEV stabilize, took another look at the butte. It was tall enough to provide anyone who owned it with a good view of the surrounding countryside, plus the sheer cliffs would force attackers to either come by air or fight their way up along narrow paths. As a bonus, the structures located on top would provide her soldiers with defensible shelter.  
"It looks good, I like it."

"I thought you would," Douglas replied smugly. "There is one little problem, however."

"And what's that?" Elle asked as the last section of the HEV's skin peeled away and the slipstream tore at her chute.

"A small Hoon'tak ship has already beat us to it, right now they own this particular piece of real-estate." The AI replied calmly. "And if we want it, we'll have to take it."


	12. Chapter 12

_Light Mass Cannon-_ _Forerunner developed cannons usually equipped to aircrafts to offer ground support. They fire bolts of hard light. (Halo)_

 _Amanda Ripley-_ _An engineer previously working for an unknown company but after being the only survivor of the Sevastopol Station Incident as it is called, decided to leave that area of space forever and joined the UNSC where she got her piloting license and became an officer. (Alien Isolation)  
_

 _Ceph Ray-_ _Developed by the Ceph, also known as Charybdis, Rays are ground vehicles equipped with ionized particle beams. Their name comes from their flat shape that vaguely resembles an ocean manta ray._

 _Brett-_ _Roy Brett, son of the Samuel Brett that who went missing along with the Nostromo and it's crew, like his father Roy earned a degree in engineering and went on to join the army. (Alien)_

 _Parker-_ _Denise Parker, daughter of Dennis Parker, left home at the age of fifteen when her father went missing. She joined the UNSC hoping to find answers about his disappearance. (Alien)  
_

 _Dallas-_ _Sarah Allen, niece of Arthur Dallas, was a born soldier and after graduating high school went on to join the US military before joining the UNSC. (Alien)_ _  
_

 _Melissa Mckay-_ _Originally an officer of Major Antonio Silva's ODST (Orbital Drop Shock Troopers) she was stationed on the 'Pillar of Autumn' when it went down on Instillation 04. Afterwards Mckay went on to join the Helljumpers under the command of General Lopez._

 _Yes'Kadan-_ _An original character created by Komodithrax, Yes'kadan is a Hoon'tak Chaser. 'Kadan like most Chasers was forced into military service by the Hoon'tak's government. Although not particularly violent 'Kadan despises most other alien species, like the rest of his kind._

 _Wok'Gagre-_ _An original character created by Komodithrax, Wok'Gagre is a Hoon'tak Hunter. He is ruthless and obsessed with moving up from his station in the Hoon'tak military by any means necessary._

 _ _OoOoOoOoOoOoOoOoOoOoOoOoOoOoOoOo__

 **Kay's Pov**

Kay watched the enormous planet slowly turned on its rotation as the pilot guided the lifeboat in past the thick silvery mountain range edge and down into the world's inner atmosphere, before putting the tiny ship into a shallow drive calculated to place it on the strange landscape below.

As he looked forward, he saw natural mountains, hills and a plain that curved up and eventually out of focus as the artificial mountainous range swooped upward to complete itself around the planet. The sight was beautiful, strange and disorienting all at the same time. Then the sightseeing was over as the ground came up to meet them.  
Kay couldn't tell whether the lifeboat took enemy fire, suffered an engine failure or nicked an obstacle on the final approach. It really didn't matter, the result was the same.

The pilot had time to yell, "We're coming in to fast!"

A moment later, the hull bounced off something solid and the MIB was knocked off his feet. Pain stabbed through his temples as his helmet slammed into the bulkhead, followed by a clinging blackness…

"Kay…Kay…Can you hear me?" Zeeltor's voice echoed in his head.

The agent opened his eyes and found himself facing the overhead light panels. They flickered and sparked. "Yes I can hear you," he replied. "There's no need to shout."

"Sorry, but your vital signs dropped for a minute and I was afraid that… anyway the crash caught a lot of attention and from what I can tell a group of Hoon'tak are on their way."

Kay struggled to his feet and was just about to answer when he saw the bodies. The impact of the crash had ripped the small ship open and mangled the unprotected people within. No one else had survived.  
There was no time to dwell on that, not if he wanted to stay alive and keep the ones elsewhere who were still alive from falling into enemy hands. He hurried to gather as much ammo, grenades and supplies as he could carry.  
He had just finished checking the pins on some frag grenades when Zeeltor piped up.

"I've detected multiple Hoon'tak dropships on approach. I recommend moving into those hills. If we're lucky, the Hoon'tak will believe that everyone aboard the lifeboat died in the crash."

"Right, thanks for the heads up."

Zeeltor's plan made sense. The agent surveyed the area for any kind of threat then began his trek across the canyon floor and the natural rock bridge that crossed it. The span was devoid of safety railings or any equivalent, and was made of a strange, burnished mineral made smooth by a constant gusts of wind. Beneath the bridge, a towering waterfall thundered down a massive drop-off.

The world above the canyon seemed to arch overhead. Large outcroppings of weather smoothed gray rock rose ahead, and a scattering of what looked like conifers reminded him of the lush temperate forests on earth.  
There were differences however, like the way the giant metallic mountains towered over everything even though they were kilometers away in the horizon, the manner in which its shadow fell upon the land, and the crisp clean air that came in through his armor filters. It was beautiful, breathtakingly so, but potentially dangerous as well.

"The Hoon'tak dropship isn't far." Zeeltor's voice was calm but insistent.

This soon proved correct as a large shadow floated over the far end of the bridge and the ship's engines screamed a warning. There was very little doubt that the human had been spotted, so he made plans to deal with it.

He reached the end of the rock bridge, saw a likely looking group of boulders off to his left, and hurried to take advantage of them. He skirted the canyon edge, ignoring the long drop. Careful to watch his footing, Kay circled the boulders and found a likely crevice where the rock met the cliff. Now with his back to the wall, he had a chance to defend himself.

He checked his motion tracker, and realized that a pair of Hoon'tak controlled Shrike Class Assault Skiffs were practically on top of him. The alien aircraft boasted a Light Mass cannon (bolts of ionized particles of light) and Ionized particle guns. Though not especially fast, they were still dangerous, especially against ground forces Combined with air support, the Chasers and Hunters that dropped from the skiff were a serious threat.

He steadied his aim and set sights on the nearest Shrike Skiff, careful not to fire early, he waited for small vehicle to come within range, then squeezed the trigger of his Assault Rifle.  
The first of the assault ship came straight at him, which made it relatively easy to stay on target. Bullet impacts sparked the skiff's hull as his ammo counter dwindled. The ship shuddered as at least some of the armor piercing rounds penetrated the fuselage. The ship pulled up out of its dive and started to trail smoke.

Kay was in no position to appreciate the results of his efforts however, as the second skiff swooped out of harm's way and sprayed the area around him with Light Mass fire.  
His shield display of his armor dropped. Kay was quick to return fire, without pause he thumbed the magazine release and slammed a fresh clip into the receiver.

Crouching, he searched the skies for targets and spotted the smoking skiff in the nick of time. He braced himself for another assault. The agent allowed the enemy aircraft to approach, took a slight lead and squeezed the trigger again. The Hoon'tak ship ran into the stream of bullets, exploded into flames and slammed into the cliff wall.

The second ship was still up there, flying in lazy circles, but the agent new better than to stand around and watch it. A half dozen dots had appeared on his motion tracker. Each blip represented a potential enemy and most were located to his back.  
Kay waited for his shield to fully charge, then turned, jumped up onto the boulders and took a quick look around. The Hoon'tak controlled Geth drop-ship had deposited a clutch of Chasers on the far side of the canyon where they were busy examining the wreckage of his lifeboat.  
But that wasn't all. To his left, on his side of the bridge, another group of Chasers was working its way through the trees, moving in his direction. They were still a ways off however, which gave him a few minutes to prepare. Though not armed with the standard S2 AM Sniper's Rifle, the weapon of choice for this kind of situation, the MIB was packing the M6D Magnum Pistol that a UNSC had given him. It was equipped with a 2X scope and, in the hands of an expert, it could reach out and touch someone.

Kay drew the sidearm, looked to the group gathered around the wreckage, and placed the targeting circle over the nearest Chaser's head. In spite of the fact that they were of no immediate threat, the aliens on the other side of the canyon were in an ideal position to flank him, which meant he would deal with them first. Kay hesitated. As a veteran MIB Kay was fully against killing his perp, but this, this wasn't a police chase, this was war. He couldn't think of himself as a police officer, but as a soldier. The Hoon'tak would have wasted no time in killing everyone on the lifeboat had they survived. If he wouldn't do what was necessary then they would never win this war and Earth, the Federation and perhaps the entire galaxy would fall. With this in mind Kay took a deep breathe.  
Twelve shots rang out and seven Chasers fell. Satisfied that his right flank was reasonably secure, he slammed a fresh clip into the pistol and shifted his attention to the enemy troops that were emerging from the trees.

The group of Chasers was closer now, much closer and they opened fire. Kay chose to target the alien furthest away, thereby ensuring that he would still get a crack at the others, even if they turned and tried to escape.  
The pistol shots came in quick succession. The Chasers roared, hooted and growled in their native tongue as the well-aimed bullets hurled their lifeless carcasses down the canyon slope.

When there were no more targets to fire at, Kay took a moment to reload the handgun, clicked the safety on and returned its weapon to its holster. He jumped off the boulders and crouched under an outcropping of rock. He eyed the remaining skiff above. It was still there, circling well out of range, waiting to pounce should he emerge from his cover. That meant he could sit there and wait for more ground forces to arrive, or he could abandon his hiding place and attempt to slip away.

Kay had never been one for standing around, so he readied his Assault Rifle and slid over the rock. Once on open ground it was a short dash past the scattering of dead Chasers. He crouched beneath the cover offered by a copse of trees. He counted to three, then dashed from tree to tree.  
He leapfrogged uphill, still very much aware of the skiff at his back, but reasonably certain he'd given the aircraft the slip. There were no blips on his motion tracker, until he topped the rise and paused to examine the terrain ahead. A telltale dot appeared on his visor. Kay eased his way forward, waiting for the moment of contact.

Then he saw movement as hunched figures dashed from one scrap of cover to the next. There were four of them, including a black armored Hunter. The Hunter came charging recklessly forward, firing as he did.

Kay had engaged such Hunters before, and they always fought with reckless abandon. He dodged around the Hunter's shots, then returned fire. The hunter's advance stalled and he and the Chasers began to fall back towards a group of trees.  
His motion tracker sounded and he turned to the right. Kay drew and primed an M6 Frag grenade. He turned just in time to see another Hunter charge him. The grenade was already in hand and the distant to the target was sufficient, so the agent let the M6 fly. The grenade detonated with a loud WHUMP! And tossed the enemy soldier into the air, while stripping a nearby tree of half its branches.

The first Hunter was close now and roared a battle cry. The Hoon'tak hosed Kay with Ionized Particle fire. His shields dropped precipitously.  
The MIB backed away, fired his Assault Rifle in short controlled bursts and finally managed to knock the remaining Hunter of his feet. With their leaders down, the Chasers broke ranks and began running away. Kay cut their retreat short in a hail of bullets. He couldn't let them escape, to live and kill another day. Kay eased up on the trigger, felt the silence settle in around him and knew he had made a mistake.  
The second Hunter was alive and damn near blindsided him. How?  
He realized he was fighting like part of a team. Though he was trained to act independently, he had spent most of his career with a partner, as part of a team. The Hoon'tak had managed to flank him because he was simply accustomed to Jay watching his back. He opened fire, the bullets pounded through the Hunter's armor and into his stomach.  
The alien let out a wet gurgle and died.

He was cut off from any physical assistance, alone and most likely surrounded by the enemy. His face grim behind the visor. This war would require a major revision in his tactics. He pushed his way through a meadow thick with knee high, spiky grass. He could hear the distant chatter of automatic fire and knew some soldiers were somewhere up ahead. He sprinted toward the sounds of battle. Perhaps he wouldn't be on his own for long.

 **Lopez's Pov**

Maybe it was because the 'Valiant's' navigator Amanda Ripley, was at the controls, or maybe it was simply a matter of good luck, but whatever the reason the rest of the trip down through Genesis's atmosphere was completely uneventful. So peaceful that it made Lopez nervous.

"Where would you like me to put her down sir?" Ripley inquired, as the lifeboat skimmed a grassy plain.  
"Anywhere," Lopez answered. "So long as there aren't any Hoon'tak forces around. Some cover would be nice, since this boat will act like a magnet if we leave it out in the open."

Like most of its kind, the lifeboat had never been intended for extended atmospheric use, it flew like a rock in fact. But the suggestion made sense, so the pilot turned toward what she had arbitrarily designated as 'West' and the point where the grasslands met a tumble of low rolling hills.

The lifeboat was low, so low that the Hoon'tak patrol barely had time to see what it was before the tiny vessel flashed over their heads and disappeared. The veteran Hunters, both of whom were mounted on small single seat Ceph Rays stood to watch the lifeboat skim the plain.  
The senior of the pair called the sighting in.  
Most of the dropships and even the warship that had been tailing the Valiant and the attached Hoon'tak command ship had made it to the surface, and now raced ahead of the crashing ships and set up a base at the nearby butte. Now they had to do was locate the remaining Ally soldiers and eliminate them and get off this planet.

They turned toward the hills and opened their throttles. What had promised to be a short, boring battle suddenly seemed a great deal more interesting. The Hunters glanced at each other, bent over their controls and raced to see which of them would reach the lifeboat first. And which of them would score the first kill of the afternoon.

Deep in the hills ahead, Ripley fired the lifeboat's bow thrusters, dropped the ships stubby little wings and jazzed the boat's belly jets.  
Lopez watched with pride as the young pilot dropped the boat into a gully where it would be almost impossible to spot, except from directly overhead. Ripley had been a troubled officer, well on her way to a dishonorable discharge, when Lopez had recruited her. She'd come a long way since then, under the guidance of 'Momma Lopez'.

"Nice job," The General said as the lifeboat settled on its skids. "Okay boys and girls, let's strip this ship of everything useful and put as much distance between it and ourselves as we can. Corporal, post your marines as sentries. Brett, Parker, Dallas, open those storage compartments. Let's see what brand of champagne the UNSC stocks in its lifeboats. Kimbli give me a hand with this body." There was a certain amount of commotion as Shee'va's corpse was carried outside by an overenthusiastic Lopez and a very hesitant Kimbli and unceremoniously dumped into a crevice.

The boat was stripped and the controls disabled. With emergency packs on their backs, the bridge crew started up into the hills.  
They hadn't gone far when a sonic boom rolled over the land, the 'Valiant' with the Hoon'tak mothership in tow roared across the sky and dropped over the horizon to the arbitrary 'South'.

Lopez held her breath as she waited to see what would happen. She, like all officers, had neural implants that linked her gear to the ship, the ship's AI and key personnel. There was a pause, followed by what felt like a mild earth tremor. A moment later, a terse message from the subroutine program scrolled across her synchronized comm band, courtesy of her neural lace:

CSR-1 : : BURST BROADCAST : :

VALLIANT IS DOWN. THOSE SYSTEMS WHICH REMAIN FUNCTIONAL ARE ON STANDBY. OPERATIONAL READINESS STANDS AT 8.7%

CSR-1 OUT.  
It wasn't the sort of message any commanding officer would want to receive. In spite of the fact that the 'Valiant' would never swim through space again, Lopez took some small comfort from the fact that her ship still had the equivalent of a pulse and might still come in handy. She forced a smile.

"Okay kids what are we waiting for? Our party awaits. The last one to the top digs the latrine."  
Lopez, Zed, Kimbli and the bridge personnel began their climb.

 **Laurel's Pov**

In spite of the effort to keep the HEV's together, the Helljumpers came down in a landing zone that stretched approximately three kilometers in diameter. Some of the landings were two-point classic affaires in which the most fortunate marines were able to jettison their crash cages about fifty meters above the ground and land like sim soldiers in a training vid. Others were a good deal less graceful, as the skeletal remains of their drop pods smashed against cliffs, dropped into lakes and in one unfortunate case, rolled into a deep ravine.

As the surviving Helljumpers extricated themselves from their HEVs, a homing beacon snapped to life and they were able to orient themselves to the red square that appeared on their translucent helmet screens. That was where the new lieutenant Elle had landed, a temporary HQ had been established and the battalion would regroup.

Each pod was stripped of extra weapons, ammo and other supplies, which meant that the force which converged on the hot, dry plateau was well equipped. Helljumpers were supposed to be able to operate without external re-supply for two-week periods at a time and Laurel was pleased that her troops had retained most of their gear, despite the difficult drop conditions.  
In fact, Elle thought as she watched her troops stream in from every direction, the only thing we lack is a fleet of all-terrain vehicles and a squad of tanks. But those assets would come, oh yes they would, shortly after the butte was wrenched from enemy hands. In the meantime, the Helljumpers would use what ground-pounders always use, their feet.

First lieutenant Elle had landed safely, as had most of her one-hundred and thirty person company. Three of her people had been killed in action on the 'Valiant' and two were missing and presumed dead. Not too bad, all things considered.  
As luck would have it, Elle hit the dirt only half a klick away from the butte, which meant by the time Lopez, X and Kay had reported in to let the others know of their situation, a perimeter had been established and most of her squad had already hoofed their gear across the hardpan, located the lieutenant and reported in.

Including one particular soldier she had heard about, a sergeant Melissa McKay was one Mamma Lopez's favorites, she was as one private said 'a real ground-pounding hard-ass'. And after she reported in, Elle knew why.

The ODST nodded by way of a greeting. "Nice of you to drop in lieutenant. I was beginning to think you'd taken the afternoon off." She smiled and Elle knew the sergeant was putting her through the new recruit hazing, she could already tell why Lopez liked her.

"Nope sergeant." Elle responded, smiling like the General. "What took _you_?"

"I dozed off on the way down and slept through my wake-up alarm. It won't happen again sir." She saluted.

Elle somehow managed to keep a straight face. "Glad to hear it." She saluted back in mutual respect. She paused, then pointed. "You see that butte? The one with the structures on top? I want it."

McKay looked, brought out her binoculars and looked again. The butte's range appeared along the bottom of the image and was soon chased out of the frame by coordinates that Douglas inserted to replace the concepts of longitude and latitude which worked on most planetary surfaces, but not here. The sun was setting but there was still enough light to see by. As she surveyed the target area, a Hoon'tak skiff took off the top of the butte, circled out toward the 'West' and came straight at them. The only thing that was surprising about that was the fact that it had taken the enemy so long to respond to their landing.  
"It looks like a tough nut to crack sir. Especially from the ground."

"It is." Elle agreed. "Which is why we're going to tackle it from both the air and the ground. Lord only knows how they did it but my partner from MIB and a few Pelican pilots were able to launch their transports before 'Mamma Lopez' brought the 'Valiant' down and they're hidden about ten klicks north of here. We can use them to support and airborne operation."

McKay lowered her binoculars. "And the 'Valiant' sir?"

"She's KIA back that way, took that Hoon'tak son of a bitch with her and tossed him over a cliff." Elle replied, hooking her thumb back over a shoulder. "I'd like to go pay my final respects, but that will have to wait. What we need is a base, something we can fortify and use to hold the Hoon'tak at bay until reinforcements can pick everybody up. Otherwise they're going to hunt our people down one, two or three at a time."

"Which is where the butte comes in." McKay said.

"Exactly," Elle answered. "So, start walking. I want the entire company at the foot of that butte ASAP. If there's a path to the top I'm going to find it and follow it. Once I get their attention, we'll hit them from above."

There was a loud bang as one of the company's rocket jockeys fired her M19 SSM man-portable launcher, blew the incoming skiff out of the sky and put a period to Elle's sentence. The battalion cheered as the skiff bits dribbled smoke and wobbled out of the sky.

"Sir yes sir." McKay saluted again and winked "When we get up there you can buy me a beer."

Elle was at a loss of words for a second until she put herself into battle mode. "Fair enough." she agreed. "But we'll have to brew it first."

 **Hoon'tak Pov**

Even Chasers had to be granted some rest once in a while, which was why long, cylindrical tanks equipped with air locks had been set up on the Hoon'tak home base, where they were pumped full of supplies and used in lieu of barracks.

Having survived the nearly suicidal attack on the 'Valiant' by rescuing a wounded Hunter and insisting that the soldier be evacuated rather than left to die, Yes'kadan had extended the duration of his own life, not to mention those of the Chasers directly under his command.  
Now by way of celebrating that victory, the alien soldier was fast asleep. One leg twitched slightly as the Hoon'tak dreamed of making his way through the swamps of his home world, past naturally occurring pillars of fire, to the marshy estuary where he had grown up.  
Then before he could cross a row of ancient stepping stones to the reedy hut on the far side of the family's ancestral fish pond, Gwag'A shook his arm.

"Yes'kadan! Get up quick! Remember the Hunter we brought down from the ship? He's outside and he wants to see you!"

Yes'kadan sprang to his feet. "Me? Did he say why?"

"No," The other Chaser replied. "But it can't be good."

That much was certainly true, Yes'kadan reflected as he waded through the chaos of equipment that hung in untidy clusters along the length of the cylinder. He entered the communal lavatory and hurried to don his undergarment, armor and weapons harness.  
Which was more dangerous, he wondered, to show up disheveled and have the Hunter find fault with his appearance, or to show up late because he had taken the time required to ensure that his appearance would be acceptable?  
Dealing with Hunters always seemed to involve such conundrums, which was one of the many reasons that Yes'kadan had a hearty dislike for their ranks. It was ironic, the big bosses were always looking for new Hunters and Stalkers, though it was very common knowledge that moving up in the ranks through military service was highly unlikely due to the very strict caste system. Recruiters were always searching through certain bloodlines and families for their first choices.

Finally having decided to favor speed over appearance, Yes'kadan entered the air lock, waited for it to cycle him through and emerged into the bright sunlight. The first thing he noticed was that the sentries, who could normally be found leaning against the tank discussing how awful their rations were, stood at rigid attention.

"Are you the one called Yes'kadan?" The deep voice came from behind him and caused the Chaser to jump. He turned, came to attention and tried to look soldierly.

"Yes commander."

The Hunter, named Wok'gagre wore no helmet. He couldn't, not with the dressing that was wrapped around his head, but the rest of his armor was still in place. It was spotlessly clean, as were the weapons he bore.  
"Good. The medics told me that you and your file not only pulled me off the ship, but forced the assault boat to bring me down to the surface."

Yes'kadan felt a lump form in his throat and struggled to swallow it. The pilot had been somewhat reluctant, citing orders to wait for a full load of troops before breaking contact with the human ship, but Yes'kadan had been quite insistent, even going so far as to pull his Boltshot pistol and wave it about.  
"Yes commander," Yes'kadan replied. "but I can explain-"

"There's no need," Wok'gagre said.

Yes'kadan almost jumped again, the Hunter's voice lacked the customary bark of command. It almost seemed…reassuring. Yes'kadan was anything but reassured.

"You saw that a superior had been wounded," the Hunter continued, "And did what you could to ensure that he received timely medical treatment. That sort of initiative is rare, especially among the lower classes."

Yes'kadan stared at the Hoon'tak, unable to reply. He felt disoriented. In his world, Hunters didn't offer accolades.

"To show my appreciation I've had you transferred."

Yes'kadan liked the normally sleepy unit to which he was attached and had no desire to leave it. "Transferred commander? To what unit?"

"Why, to my unit." The Hunter replied, as if nothing could be more natural. "My assistant was killed as we boarded the human ship. You will take his place."

Yes'kadan felt his spirits plummet. The Hunters, who acted as special operatives for the Hoon'tak special arms, were fanatics, chosen for their limitless willingness to risk their lives and the lives of those under their command.  
"Th-thank you, commander," Yes'kadan stuttered, "but I don't deserve such an honor."

"Nonsense!" Wok'gagre replied. "Your name has already been added to the rolls. Gather your belongings, say goodbye to your cohort and meet me here fifteen units from now. I'm scheduled to appear in front of the council late this evening. You will accompany me".

"Yes commander." Yes'kadan said obediently. "May I inquire as to the purpose of this meeting."

"You may." Wok'gagre replied, allowing a two fingered hand touch the bandage that circled his head. "The human who inflicted this wound was a warrior so capable that he and his alien pack represent a significant danger to the entire operation. Look what they've done so far. That certain individual group includes a Sangheili, a Yautja elite, and three MIB agents comprised of a male Jee'Dangian, a young human female and an older human male. If our records can be believed they are personally responsible for the deaths of thousands of our soldiers."

Yes'kadan felt his knees start to give. "By themselves commander?"

"Yes. But never fear, once I receive authorization, you and I will begin to track down this group of warriors."

"Find them?" Yes'kadan exclaimed, protocol forgotten. "Then what?"

"Then," Wok'gagre growled, "We kill them."


	13. Chapter 13

_Pulse Grenade-_ _A Forerunner_ developed grenade. The grenade causes two explosions, the first when coming in contact with a hard surface and another after a few seconds. Between the two explosions it creates a small gravitational field that pulls in anything within five feet.

 _Na'noot-_ _An OC created by Komodithrax, Na'noot is a Sangheili from the same clan Rtas'._

 _ _OoOoOoOoOoOoOoOoOoOoOoOoOoOoOoOo__

 **Laurel's Pov**

The dawn air was cold and Elle could see her breath as she stared upward and wondered what awaited her. Half the night had been spent marching across the stretch of the hardpan to get into position below the butte and the other half had been spent between trying to find a way up to the top and grabbing a little bit of sleep.

The second task had been easy, perhaps a little too easy, because other than a sloppily constructed barricade, the foot of a four-foot-wide ramp that lead to the butte's top was completely unguarded. Still, the last thing the Hoon'tak expected was for the Allied Federation to appear out of nowhere and take their base. Viewed in that light, a certain lack of preparation was understandable.

In any case, the path started at ground level, spiraled steadily upward and hadn't been used in some time judging from what she could see. That's the way it appeared anyway, although it was hard to be sure from below and X was understandably reluctant to send in one of the Pelicans lest it give the plan away and risk all of their lives, either way though she thought it was good to hear his voice. It meant he and some others were safe and that there was still a chance, but not an easy chance.

No, Elle and her troops would have to wind their way up along the narrow path, engage whatever defenses the Hoon'tak might have in place and hope that the Pelicans arrived quickly enough to take the pressure off.  
The agent, lieutenant eyed the readout on the transparent mounted eye-screen attached to her helmet, waited for the countdown to complete itself and started up the steep incline. Company sergeant McKay turned to face the men and women lined up behind her.  
"What the hell are you waiting for? An engraved invitation? Let's get it in gear."

 **Lopez's Pov**

While B Company, Elle and her Helljumpers marched toward the butte and C company, Lopez and the command crew marched off to rendezvous with the Pelicans, the rest of the battalion used the remaining hours of darkness to prepare for the following day under Lopez's watchful eye.

They had entered the valley with Elle's Butte not four hours ago and already they had radioed each other and formulated a plan. Lopez had gathered up most of the Helljumper's stragglers and the many Covenant, Yautja and Jee'Dangian soldiers had doubled her company's numbers.  
When the Valiant was heading for the planet many ally and enemy ships had followed close behind, but when the large ship crossed into the planet's atmosphere many of these smaller ships suddenly lost control and had to make emergency landings themselves.

Wireless sensors were placed two hundred meters out and monitored by Douglas, Zed and Zeeltore. Three-person fire teams took up positions a hundred-fifty meters out and a rapid response team was established to support them.  
Lopez had also armed them up. Zed carried an Assault Rifle and an UNCS helmet complete with a mic and earpiece so he could listen in on the action, Kimbli on the other hand was struggling to find a comfortable way to hold his new Sniper. Lopez had issued it to him personally saying that 'with his sight he should be useful'. He was less than eager to prove her correct.

There wasn't any natural cover here, so the improvised Helljumpers moved their gear up onto a low rise and did what they could to place fortifications around it. Dirt excavated from fire pits was used to build a low barrier around the battalion's perimeter, connecting trenches were dug and a landing pad was established so that the Pelicans could put down within the battalion's 'footprint'.  
Now standing at the very highest point of the pad and gazing off to the West, Lopez listened as Douglas spoke into her ear.

"I have good news and bad news. The good news is that lieutenant Elle has started her climb. The bad news is that the Hoon'tak are about to attack us from the West."

Lopez lowered her binoculars and looked to the West. An enormous dust cloud had appeared during the five minutes that has passed since she looked that way.  
"What kind of attack?" The UNSC officer asked curtly.

"That's rather difficult to say," Douglas replied. "Especially without the ships, satellites and recon drones that we normally rely on for information. When the 'Valiant' entered 'Genesis's' atmosphere and passed over those large artificial mountain ranges we activated some sort of defense mechanism. Those Mountains seem actually to be large sensors that run the span of the entire planet. It's emitting a powerful electromagnetic field that has prevented any passage in or out of the planet's atmosphere. Concerning the oncoming attack, judging from the amount of dust, plus knowledge of the Hoon'tak weapons inventory given to me by that strange fellow Zeeltore, it looks like an old-fashion cavalry charge, similar to the one that the English threw at my castle in Scotland."

"You've never been to Scotland." Lopez reminded the AI as she brought the binoculars up to her eyes. "But assuming you're correct, what are they riding?"

"Rapid attack and reconnaissance vehicles- 'Rays," Douglas replied pedantically. "The Ceph models. Perhaps a hundred of them…judging from the dust cloud."

Lopez swore. The timing couldn't have been worse. The Hoon'tak had to respond to their presence, she knew that, but she had hoped for a little more time. Now, with half their strength committed elsewhere she was left with roughly two hundred troops. Still they were ODST, the best of the UNSC.  
"All right," Lopez said grimly. "If they want to charge, let's give them the traditional counter." She turned to Zed and Kimbli. "Zed order the pickets to pull back, tell companies A and D to form an infantry square and let's get all the backup ammo below ground level. Kimbli I want assault weapons in the pits, launchers halfway up the slope and you and snipers up on the pad. No one fires until I give the command."

Like Lopez, Douglas knew that the Roman legions had used the infantry square to good effect, as had Sir James Douglas and many since. The formation, which consisted of a box with ranks of troops all facing outward, was extremely hard to break. Zed and Kimbli relayed the instructions to the troops, who though surprised to be deployed in such an archaic way, knew exactly what to do and didn't doubt 'Mamma Lopez's' plan.

By the time the Rays arrived and washed around the rise like an incoming tide, the square was set. Lopez was down in the pits with her soldiers. If there was one thing she believed in, it was that a leader should face the same risks as their team and that's exactly what she did. Unlike many generals who stood back and watched the fight, Lopez was usually the one who lead the charge, and that's why her soldiers trusted her so completely.

She studied the rangefinder in her tactical display and waited until the enemy was within range. She keyed the all hands freq and gave the order.  
"FIRE! FIRE!"

Sheets of armor piercing bullets and bolts of plasma sleeted through the air. The lead Rays staggered as if they had run into a wall, Hoon'tak Hunters tumbled out of their seats and a runaway Ray skittered to the East.

But there were a lot of Rays and as the oncoming horde sprayed the soldiers with ionized particles, Humans and aliens alike began to fall. Fortunately the Rays couldn't get a fix on the Allie's position, which meant that the rise would continue to offer the soldiers a good deal of protection, so long as the Rays weren't allowed to climb the slopes.

Also operating in the soldier's favor were the skittish nature of the machines themselves, some poor driving and a lack of overall coordination. Many of the Hunters seemed eager to score a kill, they broke formations and raced ahead of their comrades. Lopez saw one of the attack vehicles take fire from another, which crashed into a third which subsequently burst into flames.

The majority of the Hunters were quite competent, however after some initial confusion, they went to work devising tactics intended to break the square. A golden stripped armored Hunter led the effort. First rather than allowing the riders to circle the soldiers in whatever direction they chose, he forced them into a counter clock-wise rotation. Then having reduced collisions by at least a third, the Hoon'tak officer chose the lowest pit, then chose which the fixed particle cannons would be most effective and drove at it time and time again. Human marines and alien allies were killed, the outgoing fire slackened and one corner of the square became vulnerable.

Lopez countered by sending a squad to reinforce the weak point, ordering her snipers to concentrate their fire on the gold Hoon'tak and calling on the rocket jockeys to provide rotating fire as she herself fired into the horde. If the rocket launchers had a weakness, it was the fact that they could only fire two rockets before being reloaded, which left at least five seconds between volleys. By alternating fire and concentrating on the Rays closest to the hill the Ally defenders were able to leverage the weapon's effectiveness. This strategy proved effective. Wrecked, burned and mangled Rays formed a metal barricade, further protecting the allies from particle fire and interfering with the enemy's new attacks.

After the smoke cleared Lopez lifted her binoculars and surveyed the battle area. She offered a silent thanks to whatever deity watched over them. Whatever the reason of their fortune the Hoon'tak experienced the opposite, the Shrike Skiffs that flew in were thrown into the mix too late. Lopez's rocket jockeys knocked two of the aircraft out of the sky on their first pass, nailed another on the second and sent the last running south with smoke trailing from its failing engines.

Finally, with the gold Hunter dead and more than half of their numbers slaughtered, the remaining Hoon'tak withdrew. Some of the Rays remained untouched, but at least a dozen of the surviving ships carried extra riders and most were riddled with bullet holes and Plasma burns. Two of them, their engines destroyed were towed off the battle field.

This is why we need that Butte, Lopez thought as she surveyed the carnage. To avoid another victory like this one. Ten Helljumpers were dead along with six Kig-Yar, three Yautja, five Jee'Dangians and three Sangheili. Another twelve allies were critically injured and ten had lesser wounds.

Static burped in her ear and Elle's voice crackled across the freq. "Blue One to Red One over."

Lopez turned toward the butte, raised her binocs and saw smoke drift away from a point about halfway up the pillar like formation. "This is Red One go, over."  
"I think we have their attention."

She grinned, which looked pretty intimidating. "Rodger that Blue One. We put on a show for them as well. Hang tight help is on the way over."

 **Laurel's Pov**

Elle ducked back beneath a rocky overhang as the latest batch of Pulse grenades rained down from above. Some kept falling, others found targets, created a gravitational pull and exploded seconds later. A trooper screamed as one of the enemy bombs landed on top of his rucksack.

Mckay yelled, "Dump the pack!"

But the marine panicked and back pedaled off the path. The grenade exploded and sprayed the cliff face with what looked like red paint.  
Elle winced, another bead. "Rodger Red One. Sooner would be a whole hell of a lot better than later. Over and out."

 **Kay's Pov**

Up ahead Kay saw a light so bright that it seemed to compete with the sun. It originated somewhere beyond the rocks and trees ahead. The light surged up between the horns of a U-shaped construct that surged into the sky.

Zeeltor had already filled the agent in on what was going on with everyone else and warned the agent that a group of Allies had crash landed in the area, so he wasn't surprised to hear the rattle of automatic fire and the characteristic whine of Plasma fire. Then there was a new sound that answered back. A short pop and fizzing like that of a roman candle but with a louder end. He recognized the sound of Ionized Particles and Light Mass fire.

Kay eased his way through the scrub and onto the hillside above the U-shaped construct and the round, organic like structures that surrounded it. He could see a group of Chasers, Stalkers and Hunters dashing back and forth as they tried to overwhelm the group of Ally soldiers.  
Rather than charge in Assault weapons blazing, Kay chose to use his M6D Magnum instead. He activated the 2X magnification and took careful aim. A series of well-placed shots sent a trio of Chasers off their feet. Before the Hoon'tak forces could locate the source of incoming fire the MIB opened fire on a black armored Hunter. It took a full magazine to break through the strong armor and put the Hoon'tak soldier down, but it beat the hell out of going toe to toe with the alien when there wasn't any immediate need to.

The quick unexpected attack gave the marines the opportunity they needed. There was a quick flurry of fire as the agent made his way down the slope, paused to strip some Pulse Grenades off a dead Chaser and was welcomed by a friendly UNSC private.

"Good to see you MIB. Welcome to the party."

Kay's reply was a curt nod. "Where's your CO Private?"

"Back there." The marine said. He turned and called over his shoulder. "Hey sarge!"

Kay was a little more than surprised to see a Sangheili jog over in green armor. He was even more surprised to see the private give the Elite a salute usually saved for UNSC officers. He had remembered in his younger years at MIB when the UNSC and the Covenant were hated adversaries of each other and were in the middle of war which ended with an uneasy treaty, even in recent years there was still a lot of tension between the two factions. But now, to see the enormous Sangheili warrior leading a group of brave human and alien soldiers alike who followed and respected his command. Well what could he say? This war was tragic and vicious but it seemed to be bridging the gaps between them all.  
"What's your name?" Kay asked.

"Na'noot." He replied shortly.

"What's your status here sergeant?"

"It's a mess here." Na'noot growled. "We're scattered all over this place." He paused and added in a quiet voice. "We called for Evac but until you showed up I thought we were done for."

"Don't worry." Zeeltore said over the armor's external speakers. "We'll stay here until Evac arrives. I've been in touch with the AI Douglas. The Helljumpers are in the process of taking over some Hoon'tak territory and one of the Pelicans has been dispatched to pick you up."

"Glad to hear it." Na'noot replied clicking his jaws in approval. "Some of my people need medical attention."

"Here comes another Hoon'tak drop-ship." The private put in. "It's time to roll out the welcome mat!"

"Okay, Emile," Na'noot barked. "Re-form the squad, let's get to work!"

Kay looked up and saw that the marine was correct. Another Hoon'tak landing craft hovered for a moment, then dropped close to the ground. The oddly shaped vehicle dipped slightly and the structures that formed the bulk of the drop-ship's fuselage hinged open. A clutch of Chasers and a Hunter dropped to the ground.

The agent moved fifty meters to the right and raised his pistol once again and fired, followed by Na'noot's Plasma Rifle. In seconds the team of allies poured fire into the Hoon'tak landing zone and flushed them out. As the enemy scattered and dove for cover, the MIB put them down one by one.

There was a brief respite and everyone paused to survey the situation. Kay pulled up the marines positions on the HUD and tagged them as 'FIRETEAM C'. Several had climbed the structure that dominated the area and the rest patrolled the perimeter.  
He had just readied his Assault Rifle when a marine called out, "Contact! Enemy drop-ship sighted! They're trying to flank us!"  
Seconds later Kay's motion tracker picked up a contact, a large one and nearby. He chose a large boulder to use as cover and cautiously checked for targets.

The drop-ship disgorged another contingent of troops, including a trio of Stalkers. They held the distinctive shields that usually belonged to Kig-Yars. The shields flared as Sergeant Na'noot's men opened fire. Bullets ricocheted and Plasma splashed harmlessly off, as the brutish aliens crouched behind the stolen protective devices, like medieval footmen forming shield wall. Behind them more Chasers and a black armored Hunter spread out in an enveloping formation. It was a good tactic, particularly if there were more drop-ships inbound. Eventually the Hoon'tak would wear down the marine defenses and overrun the position.

There was just one problem with their plan. Kay was in a perfect flanking position. He crouched then sprinted forward into the Stalker's line. His Assault rifle barked and bullets tore into the exposed aliens. They had barely hit the ground as the MIB spun, primed a captured Pulse grenade and threw it at the Hunter almost thirty meters away.

The alien only had time to roar in surprise before the amber glowing quadrahedral struck him in the center of his helmet, expanded in a field of gravity, as the Hoon'tak attempted to tear off his helmet the grenade detonated. After that it was a relatively simple matter for Kay to move through the forest and hunt down the remainder of the Hoon'tak reaction force.

Suddenly a welcomed voice sounded from his radio receiver.  
"This is Echo 636. Does anyone read me? Repeat, any Allied personnel respond."

Kay was quick to respond. "Roger Echo 636, we read you. This is Fire team Charlie. Is that you agent X?"

"Rodger Fire team Charlie," X drawled. "It's good to hear from you Kay! Have you heard news from anyone else?"

There was a distant rumble and Kay turned to identify the source of the noise. In the distance he saw movement. A flock of Pelicans.  
"They're coming in fast." Na'Noot warned. "If they make it here the Hoon'tak will be right on top of them."

Kay nodded. "Then we should meet them first. Not since landing. X, we need you to put your flock down. I'm going to see if we can save some soldiers."

"Rodger."

The Pelicans rounded the spire of the strange structure, circled the area once, and then hovered above the crest of a nearby hill.  
"Okay Fire team Charlie, your rides here." X said. "Saddle up and let's give 'em hell!"

"Rodger X, stand by to load survivors and Evac to safety."

"That's affirmative, X out."

As the marines turned and sprinted for the Pelicans, Kay made his way to the driver's pit. X and his co-pilot Isaac were seated at the controls.  
He patted the Jee'Dangian on the shoulder. "Good to see a familiar face."

X turned in his seat and smiled. "I hear that, thanks for clearing the area of those bastards. For a second there I was worried we wouldn't make it through. Any idea where Elle is?"

Kay nodded. "No problem. Elle and some troops are taking the Butte."

X nodded, not a bad place. "Hey mind taking one of those sentry guns, I could use another gunner." X pointed out to a large sentry gun attached to the hull, it allowed the gunner to shoot out but made it difficult for anyone to fire back.

"Sure. Just got a heads up there's two boat loads of marines on the far side of that ridge and we're going after them." X nodded and began the takeoff schedule as Kay seated himself behind the sentry.


	14. Chapter 14

_DMR-_ _Somewhere between a sniper rifle and assualt rifle, the Designated-Marksman-Rifle is a select-fire weapon used by the UNSC for commanding officers. (Halo)_

 _Vakarian-_ _Private Garrus Vakarian is a Turian who was once apart of C-Sec's investigation division before going rouge and joining up with the UNSC. (Mass Effect)_

 _Wrex-_ _A famed Krogan mercenary and bounty hunter of the clan Urdnot, Wrex was one of the few Krogans trying to make a futuer for his species after the Genophage. Soon after becoming leader of one of the smaller clans he joined the UNSC to further his military training. (Mass Effect)_

 _Gregory Scholfield-_ _Duke as he's called by his friends was once apart of the RRTS (Rapid Response Tactical Squad) before getting a transfer to the UNSC. (Doom)_

 _Taz Lopez-_ _A former officer of the Starship Ranger Corp of the GLEE (Galactic League of Extraterrestrial Exploration) where she fought in the 'Robot Wars' with her former commander. Soon after she reached commander status she was transferred over to the UNSC. No relation to General Lopez._

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 **Lopez's Pov**

Lopez heard the skiff long before she actually caught a glimpse of the attack aircraft. The Hoon'tak pilot had them on his sensors, Lopez was sure of that, and it wouldn't be long before another group of enemies dropped from the sky in an attempt to root them out. The hills, which had seemed so welcoming when the command party first landed, then had been transformed into a hellish landscape where the Allies had hoofed from one hill to the next, always on the run and never allowed to rest.

They had faced capture on three different occasions, but each time General Zhao Heng and her marines had managed to blow a hole in the Hoon'tak's tightening net and lead the naval personnel to safety. But for how much longer, she wondered. The continuous scrambling through the rocks, the lack of sleep and the constant danger not only left them exhausted but levied a toll on morale as well. Albeit, Kimbli and Zed were still in fairly good shape, as were most of the Helljumpers and aliens but Agent U had started to crack. It had started with a little self-concerned whining, grown into a stream of nonstop complaints and now threatened to escalate into something worse.

The Allies were gathered in a dry grotto. Jagged rocks projected over their heads to provide shelter from the skiff above. Kimbli knelt next to the dirt choked stream that gushed through the rocky passageway. He splashed water onto his face. Zed was busy filling the command party's canteens while U sat on a rock and glowered.

"They know where we are." The agent said accusingly, as if his commanding officer was to blame.

Lopez bared her teeth. "They know where we are _sir_."

"Okay." U replied. "They know where we are _sir_. So why continue to run? They'll catch us in the end."

"Doubt it." Lopez said dabbing a wet cloth to a burn on her arm. "But either way we're gonna' give them a run for their money. I've been in contact with Elle and Kay. They're both busy at the moment treating the Hoon'tak to a tea party, but they'll send for us as soon as they can. In the meantime, we tie up as many of their resources as possible, avoid capture and kill as many of the bastards as we can."

"For what?" U demanded. "So we can all be stranded in this hell hole? I admit we've done all we could reasonably be expected to do, but the longer we delay the harsher the Hoon'tak will be. It makes sense to surrender now."

"And you're an idiot!" Someone shouted and was followed by hollers and insults from everyone.

Lopez raised a hand to quite the group. She stared dangerously at U her eyes blazing. She opened her mouth but was quickly cut off by Kimbli.

"First of all, the General rates an honorific ' ** _sir_** '. You will render that honor or I'll plant my sniper firmly up your ass. Secondly use your brains assuming you have one. The Hoon'tak are not interested in taking prisoners, so surrender equals death."

Everyone but U was shocked by his outburst, even Lopez stared her moth slightly agape.

"Oh yeah?" U said defiantly. "Then why haven't they killed us already? They could strafe us with cannons, fire rockets at us or drop bombs onto our position, but they haven't. Explain that." He took a few steps forward until he was face to face with the grand council adviser practically snarling.

"Explain this." Lopez said, inserting the barrel of her M392 DMR into U's left ear.

"I'm starting to think you look a lot like a Hoon'tak, Kimbli what do you think? I bet his face peels right off."

The rest of the crew stood frozen while the soldiers all drew their weapons ready to take aim.

Zed closed his eyes and sighed. Tensions were high and U wasn't helping. He vaguely noticed his shoe were starting to wear and wished he had a pair of his MIB boots that were extremely resistant. He knew U was partially right insubordination aside. It did seem as though the enemy were intent on capturing rather than killing them, but why. It didn't square with their behavior in the past. Of course the Hoon'tak had changed their tactics every few decades when they weren't busy enslaving entire systems.

Zed sighed again. "If we start turning on each other we've already lost."

A couple of moments passed and Lopez reluctantly lowered her gun, as did everyone else.

Lopez turned to look Zed in the eye. "Zed the way I hear it you run a pretty tight shift, I can respect that, but if your dog here barks at me one more time I'm gonna' put him down."

Zed knew she wasn't kidding and nodded.

U stood with his fists on his waist, face contorted with anger.

"U stand down, that's an order." He was starting to become a liability.

U spat on the ground. "You can shove your order."

Zed's eyes widened in surprise. But the surprise soon disappeared and was replaced with rage as Zed's face turned near crimson.

"Okay." Lopez said. "You win. I should charge you with cowardice, insubordination and dereliction of duty, but I'm a little pressed for time. So I hereby give _you_ permission to surrender. Private Vakarian relieve him of his weapons, ammo and pack. Private Wrex tie that dog to that rock formation, nothing to tight just enough so this stray can't follow us."

A look of horror came over U's face. "You're going to leave me here? All by myself? With no supplies?"

"No." Lopez said calmly. "You wanted to surrender remember? The Hoon'tak will keep you company and as for supplies, well I have no idea what kind of food they eat, but it should be interesting if they allow you a last meal. Bon appetite."

Before anyone could make another move U punched Vakarian in the face, while at the same time grabbed his Magnum and took off out of the grotto.

A few soldiers attempted to shoot him down, but stopped when Zed shouted.  
"Don't shoot!"

"Fuck, bastard got away." Lopez spat. She helped Vakarian up from the ground. "Y'all right soldier?"

Vakarian smiled bravely a trail of blood was making its way down from his nose.  
"Don't worry Mamma Lopez, that dogs bark is worse than his bite."

Zed turned from the spot where U had disappeared from sight. "Lopez, I'm-"

She raised a hand to stop him. "Shit happens."

A Yuatja warrior made his way down to the stream bed.  
"An 'Oon'tak drop-ship landed a squad of 'Unters one klick south of 'ere sir. Time to move."

Lopez nodded. "Thank you corporal. We're all ready, let's go."

"What about the rogue?" A soldier asked.

"Hoon'tak will take care of him."

As the group made their way out of the area Lopez went over to Zed and put a hand on his shoulder. "You all right Zed?"

Zed simply nodded.

"It could've been worse, a lot worse."

"I know."

 **X's Pov**

Smoke swirled around the top of the butte as X made use of the Pelican's 70mm chin gun to silence a Hoon'tak gun emplacement. Satisfied that the Hoon'tak Particle turret was silent, he dropped down to within four feet of the top of the butte. Fifteen Allied soldiers leaped from the Pelican's troop bay and fanned out. Three more than the Pelican's operational maximum. Cramming extra troops into a Pelican was a risky move, but X wanted to put as many soldiers as possible on the mesa. Elle was going to need all the help she could get. Another Pelican pulled next to him. Lieutenant 'Duke' Gregory Schofield, only instead of carrying three extra, Duke carried six. It was borderline reckless but he knew his ship. Most of the Pelicans were in relatively good shape, and he had the best maintenance crew the Allies could offer.

X felt the ship drift upward as the Marines bailed out and he fought to keep the ship steady. He spotted movement in the landing zone. The chin gun, linked to his helmet sensors followed the movement. He spotted a squadron of Hoon'tak troopers and fired. The heavy rotary cannon pounded the enemy formation into a puddle of green paste. As the last Helljumper jumped off, Kay yelled, "Clear!" Over the intercom.  
X fired up the ship's belly jets, demanded additional power from the twin turbine engines and left the butte behind.

More than anything he wanted to join the action below and fight alongside his partner, but he was of more use in the air and in a time like this he needed to do what was best for the majority.

"This is Echo 636," He said into his mic. "We are green, clean and extremely mean. Over."

"Roger that." Douglas replied. "Please report to waypoint two, for another load of soldiers. And if you're going to insist on poetry, try some Kipling. You might find some of it rather instructive. Over and out."

X grinned, gave a one finger salute in the general direction of HQ and banked the drop-ship into a wide turn.

 **Laurel's Pov**

Resistance had slackened within minutes of the first landing, which allowed lieutenant, agent Elle and the surviving members of her company to advance upward. A significant number of the path's defenders were pulled away in a last ditch attempt to uphold their position. Elle discovered that the path was blocked by a rock fall about thirty meters up, but saw a metal slab with engravings that resembled the Latin symbols for entrances and exits on doors, that was downhill of it and knew what the enemy had been trying to defend. It was the back entrance, the way they could enter the butte's interior and push upward from there.

The slab retreated into the rock leaving the doorway open. The next moment Particle fire stuttered out, struck the cliff above her head and blew rocky divots out of the smooth rock. Laurel motioned for her troops to retreat back around the pillar's broad curvature and waved a hand in the air.

"Hey McKay, I need a launcher!"

The company sergeant was six marines back so that a single well placed explosive blast couldn't kill both leaders at once.  
She signaled back, bawled an order and passed one of the M19s forward.

Elle accepted the weapon from the trooper behind her, checked to make sure it packed a full load of rockets and inched around the curve. Particle fire sizzled out of the door, but the young agent forced herself to remain perfectly still. She triggered the weapon's 2X scope, aimed carefully and squeezed the trigger. The tube hitched as the 102mm rocket raced away, sailed through the hole and detonated with a loud roar. There must have been some ammo stored inside because there was an amber colored secondary explosion which shook the rock beneath her boots. A gout of fire flared from the side entrance.

It was difficult to imagine anyone or anything having survived such a blast, so Elle passed the launcher back to the rear and waved her troops forward. There was a cheer as the soldiers ran up the path, shouldered their way through the smoke and entered the butte's alien constructed interior. There were bodies or what had been bodies and the entire hall was painted neon green. Fortunately the tunnel itself was intact.

A couple of marines collected what Forerunner weapons that were left intact. They were distributed to those running low on ammo and were tested on the opposite wall.

Others including McKay and Elle stared up through the enormous well toward the circle of daylight above. The interior of butte was almost completely hallow excepting support beams, bridges and platforms that honeycombed the inside. They saw a shadow pass overhead as one of the Pelicans dropped even more Allies onto the mesa. The distinct thump of a Frag Grenade detonating made loose dust tumble down on them.

"Hey Liut," Private Taz said. "What's the deal with this?" Taz stomped on the floor the metal grating rang back. She realized the entire floor was grated.

"What's it for?" The private wondered aloud. "To keep us out?"

Elle shook her head. "No, looks old, too old to have been put in place by the Hoon'tak."

The grating was dull metal showing its great age but still holding firm. It separated the platform they stood on from the actual floor with about two meters in between. A Human could fit through the crawlspace if they could manage to squeeze themselves through, luckily for them the Hoon'tak weren't on a diet.

"I found a lift!" One of her marines yelled. "That's what it looks like anyway. Come check it out."

Kay's, X's and the Arbiter's headquarters was currently being organized at the top of the Butte. As the anti-grav lift brought them up and marines stepped blinking into the light they were quite surprised at what they saw. Bodies lay everywhere. Some wore UNSC uniforms and a few in Allied armor, but the vast majority were dressed in the colors that the Hoon'tak used to rank their three specialties of soldiers. One squadron of enemy remained, they were dug in deep and only with the aid of Elle's squadron were they finally silenced.

Afterwards a squad including six Helljumpers, three Kig-Yar and a dozen Unngoy moved through the carnage, searching for wounded Allies and kicking enemy corpses to make sure they were truly dead. One Hoon'tak attempted to rise and received a burst of Plasma fire for his trouble.

"Welcome to Blue Base." Kay greeted with a proud smile as he arrived at Laurel's side. More than anything she wanted to throw her arms around him in a hug but, both new neither could afford such privileges at the moment. The war wasn't won yet. So she settled with a curt nod and a smile.

"You and your company did a damn good job _lieutenant_. X will have the rest of the battalion up here in an hour." He headed to help a squad unpack a crate of supplies.

Elle turned to McKay. "It looks like I owe you that beer."

"Yes sir." McKay smirked risibly. "You sure as hell do."

 **Lopez's Pov**

Lopez stood hands on her knees, exhausted and panting as she stared at the vertical cliff face. She and the rest of the party had been running off and on for three hours. Kimlbi looked like he was about to pass out and was barely able to stand, even the Sangheili were out of breath. The shadow cast by the Hoon'tak drop-ship drifted over them and blocked the sun.

Lopez considered making use of what little Sniper and Launcher ammo they had left to fire at the aircraft but was interrupted by a voice that boomed through the external mounted speakers on all the UNSC helmets.

"General Lopez? This agent U. This is a box canyon, there is no place for you to run. You all might as well give up."

The shadow of the craft shifted as it lowered itself onto the bottom of the canyon. The engines howled and blew dust in all directions before eventually settling down. A hatch opened and U jumped to the ground followed by four squadrons of heavily armed veteran Hoon'tak Hunters. U was completely unharmed and bore what could only be described as a self-satisfied smirk.

"You see it's just like I told you it would be."

Gravel crunched as the Hunters made their way forward. One Hoon'tak Hunter clad in shining silver armor spoke his voice booming up the cliff face.  
"You will drop your weapons NOW!"

Everyone looked at Lopez. Lopez turned to the others. Only half of them were trained soldiers and they were outnumbered five to one. Looking back at U she snarled, teeth bared, eyes burning with hatred as she laid her rifle on the ground. The others did likewise. Enemy soldiers scurried about collecting the weapons and carried them away.

"Which ones?" The silver Hunter demanded glancing at U.

"Those three. The Human woman with scar on her eye, the Jee'Dangian and the large Human in the UNSC uniform." He said pointing at the three leaders.

Lieutenant Wrex started forward. "You goddamned bastard! I'll-"  
No one ever learned what he would do because the Silver Hoon'tak shot him dead.

Lopez sprang forward and attempted to tackle the silver Hoon'tak, but he side stepped letting her release her anger on a lesser Stalker soldier.  
Which was exactly what she did. By the time a Hunter pulled her from the Stalker she had already put him in a head lock and squeezed so hard she had crushed his wind pipe and nearly his spine.

The Stalker writhed on the ground in agony attempting to breath, but the air had no way out. The silver Hunter shot the Stalker once in the head ending his struggle. He gave an order in his native tongue. A squadron entered the Allies ranks, grabbed Zed and Kimbli and led them away. With one final order all squadron opened fire on the Allies. Starting with the Sangheili and Yautja a wave of ionized particles washed throughout the ranks.  
One officer attempted to run but a blast hit him in between the shoulder blades, another attempted to grab a Magnum he'd kept hidden but was dead before he could even draw.

Lopez struggled against the aliens that held her. A hard blow to the back of the head sent her dizzy and disoriented to the ground. Wrex's dead eyes stared at her vacantly as darkness consumed her vision.

 **Zed's Pov**

Finally after the last Particle bolt had been fired and the odor of burnt flesh still hung in the air, only four members of the command crew were still alive. Zed and Kimbli who were restrained by Hunters, Lopez who lay unconscious on the dirt and U who stared at the bodies with hard eyes. He turned to Silver.

"What the hell! You agreed you would be merciful!" He yelled outrage.

Silver growled at him. "Compared to what I would have liked to do to them, I was merciful."

U was pale, he looked to Zed but his eyes hardened and he turned away.

"Take them away." Silver said pointing at the three Ally prisoners.


	15. Chapter 15

_Avery_ _Johnson-_ _Great grandson of Avery Junior Johnson who served as senior officer alongside Spartan 117, followed in his grandfathers footsteps and joined the UNSC. (Halo)_

 _Peter Weyland-_ _Grandson of the billionaire, Peter decided instead to fallow in his estranged older sister's footsteps and become a soldier. It wasn't long until he found himself in a UNSC squad, the same as his older sister's. (Alien).  
_

 _Krogans-_ _A species of large reptilian bipeds that hailed from the planet Tuchanka. They stand at an average of seven feet and are a warrior race in nature. In Krogan society the better the soldier the higher the status they posses.  
_

 _Ganar Clan-_ _The 'Blood Pack' is a Krogan mercenary group founded by the Krogan battlemaster Ganar. Legaly banned from the galaxy they bribe their way through space-ports and stations, they pride themselves on taking contracts that are otherwise considered suicide jobs and prefer maximum violent jobs.  
_

 _Genophage-_ _A biological weapon deployed against the Krogans by the Turians during the Krogan Rebellion. It was meant to severely reduce their numbers by infecting the race with a mutation that made most female infertile._

 _Incineration Cannon-_ _The High-Explosive Munitions Rifle, commonly called an Incinerator Cannon is a Forerunner developed rifle. The rifle fires five streams of explosive particles in a tight spread which release in four different directions upon detonation. The explosive particles then detonate again individually, increasing the effective radius of the initial explosion. Although a very effective weapon it is extremely heavy and only wielded by strong and large soldiers. (Halo)  
_

 _Fifield-_ _Derek Fifield joined the UNSC in an attempt to find answers about his missing father Sean. He soon found that he had a knack for engineering and soon earned a degree in engineering.  
_

 _Meredith Vickers the second-_ _Gran-daughter of the billionaire, Meredith hated being a Weyland, going so far as to keep her mother's last despite her grandfathers wishes. She left home at a young age leaving her family's wealth and younger brother behind to become a soldier in the UNSC and explore the galaxy._

 _Spoofer-_ _Often called a 'lockpick, it is a device that overrides certain equipment and unlocks doors by sending out an electrical current that stabilizes the door's locks. (Halo)_

 _Holloway-_ _Peggy Holloway, the illegitimate daughter of Charlie Holloway and his x-girlfriend, joined the army due to a lack of options. She flunked out of school and nearly ended up in prison for multiple misdemeanors. Joining the UNSC she left Earth and everything else behind._

 _ _OoOoOoOoOoOoOoOoOoOoOoOoOoOoOoOo__

 **Kay's Pov**

Kay was just about to run a routine maintenance check on his armor when a Unggoy stuck his head into the agent's assigned quarters, a corner of a larger platform inside the butte where other soldiers rolled out sleeping mats, chowed down on rations or just plain chatted with one another.

"Sorry to bother you agent Kay, but the Arbiter would like to see you in the command post, on the double."

The agent wiped his hands with a rag. "I'll be right there, thank you soldier." Kay put his armor on standby.

Usually he wouldn't have liked to be separated from the armor in a combat zone, but he wanted to arrive as quickly as possible in hopes of some news of the missing command party.

The Arbiter's 'office' was located in Blue Base's central point of the Engineer structure. He made his way through halls and down a bloodstained corridor. A pair of shackled Hoon'tak prisoners were hard at work scrubbing the floor under the watchful gaze of a Jee'Dangian.

A Sangheili and a Kig-Yar stood guard outside Arbiter's door. Both looked extremely sharp for a couple of soldiers who had just been in combat the evening before. They both snapped to attention when Kay came forward showing their respect.

The Sangheili on the right nodded. "What can we do you for?"

Kay saluted back. "Agent Kay of the MIB reporting to the Arbiter."

"K? What kind of name is that?" The Kig-Yar asked, much to the displeasure of the Sangheili who quickly answered for the agent.

"Look who's talking, that's a pretty strange question coming from a soldier named Yutrzenika."

"Having ourselves a little date, eh boys?" Came a familiar voice.

They turned to see Elle walking up to them. With so much to be done this was the first time since yesterday that Kay had been able to get a word in with her.

She smiled and said something in the Covenant common language. The Sangheili and Kig-Yar laughed and she waved Kay inside.  
"Never mind those two Kay. They're jump happy."

Kay smiled.

Thel'Vadam looked down on him from behind a large makeshift desk loaded with data-pads, maps and other such things, and met both agent's eyes.  
Kay snapped to attention. "Agent Kay, MIB, reporting as ordered sir."

Since he was the only officer left on the map everyone reported to him, which gave the officer in question three times the work to manage.  
Thel' leaned against the back metal wall of the small room. He held a stylus which he used to thumb through a data-pad, the holographic console throwing a light blue hue on the Arbiter's stone etched features. The look he was wearing said it all. Something was very wrong.

Laurel circled around to his left where she stood and watched through brown eyes. As an honorary member of Rtas's clan, she had the right to stand next to the Arbiter, as any clan Elite did. The data-pad light warping off her composite armor, her hair slightly askew.

When Thel' finally spoke it was as if he had read Kay's mind and after what had happened made him slightly uneasy.

"You're probably wondering why I've called you both here. That is understandable, especially given the events you've been through." Thel 'Vadam sighed. "We now know that General Lopez, Council Adviser Kimbli and MIB leader Zed have been captured by the Hoon'tak." He paused to let his words sink in. "I'm short of a captain and you fill the part to the T. Think you can manage?"

"Sir, yes sir." Kay replied smoothly. Thel' nodded and continued the debriefing of their upcoming mission. The Hoon'tak had the other leaders and all other three soldiers were determined to get them back.

 **Wok'gagre's Pov**

Although their mothership had been thrown over a cliff into an abyss of a canyon when the 'Valiant' during its crash landing the Hoon'tak had managed to squeeze in a secondary control ship, before the EMP field closed around the planet, and Hoon'tak engineers were hard at work making repairs and improvements after losing contact with their fleet. But even so one by one the Hoon'tak ships were going up in flames.

The secondary control ship was at the center of a small planet side fleet. Inside the corridors were thick with Hunters, Chasers and Stalkers, there was also a scattering of engineers covered with belts full of alien tools. But all of them regardless, of how senior they were, hurried out of the way as Wok'gagre marched through the halls, closely followed by a reluctant Yes'kadan. It was not because of his rank, but of the clear message. The arrogant tilt of his head, the jet black armor and the steady click clack of his boots seemed to radiate confidence and authority.

Still formidable as Wok'gagre was, no one was allowed onto the command deck without being screened and no less than six black clad Hunters were waiting when he and his aid stepped off the gravity lift. If these Hunters were intimidated by their fellow's demeanor they gave no sign of it.

"Identification." One of them said brusquely, his head high to the Hunter with the air of someone who was conferring a favor on a lesser being. A machine punctured his palm and sampled his DNA.

"Confirmed." The Hunter said. "You are Wok'gagre who is scheduled to meet with the Council. When the council calls you the Chaser will have to remain here."  
Wok' was ushered into the chamber where the command embassy was gathered.

Alpha sat, huge legs crossed at the center of the table which curved around a podium at which the Hunter was expected to stand. Alpha sat stone still, eye and optic dangerously red. There were scratches on his body, a few patches of metal were missing revealing the wiring below and other parts stained red with blood and coolant. Alpha raised his palms outward in greeting though his expression held no hospitality.

"Greetings Wok'. How is your wound, healing nicely I hope?" His voice heavy with sarcasm.

Wok' new what Alpha could do, had seen his power first hand and new to tread carefully. He bowed formally, eyes staring at his feet. "Thank you for seeing me commander, I will heal."

"Enough." Alpha said officiously baring his jagged yellow teeth. "You're already late so let's get on with it. Wok'gagre you come to me seeking special dispensation to take an entire squad under your command in order to locate the three MIB. Believe me I would love to see their heads on spicks, but what information do you possess that will convince me that you have any hope of eliminating any one of these enemies?"

Wok' bowed again. "Thank you commander. As you know we've recently captured three of the Allied forces leaders. Our spies suspect that the individuals in question will attempt to rescue their allies. It's the perfect time for an ambush! Which is why I recommend that a Hunter-killer team be commissioned to eliminate these enemies!"

Alpha was silent for a long while, finally he spoke. "Your request is denied. I have no likeness for any of these vermin but we cannot expend so many of our dwindling resources on two targets. This is no longer about petty revenge, but winning this war. Killing those three won't win us the war. We will however up our security around the Allie leaders."

Wok's hopes were dashed, but he was a soldier and that meant following orders no matter what. He lowered his eyes. "Yes commander, thank you commander."

 **Yes'kadan's Pov**

Yes'kadan saw the Hunter emerge, read the droop of his shoulders and knew his insane request had been denied. Now with any luck he would be allowed to return to his unit and life would return to normal.

Wok'gagre made his way to the hallway out. Yes'kadan hurried to keep up. Wok' stopped suddenly. He noticed with unease that the Hunter's two fingered hands were clenched. He followed Wok's gaze and spotted a group of six Stalkers. They dragged three uniformed Allie officials between them. A human female, a human male and an older Jee'dangian.

 **Lopez's Pov**

Lopez had been interrogated for the third time today. Some sort of neural shock treatment had been administered to make her talk and her nerve endings continued to buzz as the Hoon'tak prodded her back, yelled incomprehensible gibberish into her ears and laughed at her discomfort. She tasted her own blood.

The procession came to a sudden stop as a Hunter in black combat armor blocked the way. He pointed one of his two fingers at the human and said,  
"You! Tell me where I can find the two humans and Jee'Dangian MIB !"

Lopez looked up and struggled to focus her eyes and faced the Hoon'tak. She saw the dressing on his head and guest the rest.  
"I don't have the foggiest idea." She said, managing a weak smile. "But the next time you see 'em you should consider ducking."

Wok' took a full step forward and backhanded the human across the face. Lopez staggered, recovered her balance and wiped the trail of blood that was making its way down from her nose.

She locked eyes with the Hoon'tak for the second time. "Go ahead, kill me."

Yes'kadan saw the Hunter consider doing just that, as Wok's right hand went down to his Boltshot. Touched the butt, and pull away. Without another word Wok' walked away.

The Chaser followed. Somehow, by means Yes'kadan didn't understand, the human had won.

 **Kay's Pov**

Recon flights plus advanced scans from Zeeltore the day before had revealed that the Hoon'tak command ship had a weak spot down it's underbelly where it had taken damage, and with a stroke of luck the ship had moved into a U shaped formation of Unobtaniom mountains. The enemy vessel would have no choice but to move forward leaving it temporarily blinded. Even more important Zeeltore had concocted an array of signals designed to fool the Hoon'tak ship into believing all Allie technology was actually their own.

Fifty meters above the ground Kay, X and a Pelican load of Ally soldiers waited to find out if their ruse would work. Only time would tell. One thing was for certain. Though conceived specifically for rescuing their leaders and friends the three sided mission put together by the Arbiter, Zeeltore, Kay, X and Elle had other important purposes. Team A would work to free the prisoners, Team B would begin operations designed to gather much needed resources. While the Hoon'tak were tied up Team C would investigate a possible weapons and ammunition storage that Douglas had picked up on a Hoon'tak air wave. If the operation was successful it would be the turning point of the war.

The ship shuddered as it hit a series of air pockets, then swayed side to side as X wove back and forth through the obstacle course of low lying hills.  
Kay took the opportunity to assess the soldiers seated around him. Maybe they would fail, they could all perish in this beautiful hell. But that didn't matter. Not here, not now. Everyone here would give it their all. The soldiers here would help him take out the sentries and the enemy emplacements, then reach the gravity lift located directly below where the ship had docked to make repairs. And Kay was glad to have their help, even with the element of surprise, plus ground support things were likely to get ugly by the time they made it to the gravity lift. That's when X flock of Pelicans would engage the ship itself.  
There was concern that the ship might just lift off at some point but Zeeltore had been monitoring Hoon'tak communications and was convinced that the critical repairs were still being made to the enemy vessel. Assuming they were able to complete their mission, they'd meet up with X and fight their way out of enemy territory. All they had to do was find Zed, Lopez and Kimbli, eliminate an unknown number of hostiles and then take out the ship. A real walk in the park.

X's voice came over the intercom. "We are five to dirt, repeat five to dirt."

That was Sergeant Na'noot's cue to stand and eye his troops. His voice came over the team freq. His accent heavy as his four jaws formulated the English language. "All right everyone lock and load. The Hoon'tak are throwing a party and you are all invited. Remember the MIB goes in first, so take your cues from him. And I don't know about you but I like having a suit on point."

There was a general laughter. Na'noot gave the MIB a thumbs up and Kay offered the same gesture in return. It felt good to have some serious backup for a change.

He mentally reviewed the plan which called for him to go in ahead of the soldiers and clear a path a with an S2 AM Sniper Rifle. Once the outer defenses were cleared, the soldiers would move up. The element of surprise would then be lost and he would have to engage directly with his Assault Rifle. His ammo and grenades were completely reloaded and readied for action.

"Thirty seconds to dirt!" X announced. "Shoot some of the bastards for me!"

The Pelican hovered a foot above the surface and Na'noot yelled 'Go, go, go!'

Kay sprang out, sidestepped and swept the area. The soldiers thundered down to the ground right behind him. It was pitch dark with the only light of Genesis's moons and the faint glow of Hoon'tak work lights to guide them to their objective. Moments later the Pelican was airborne again. X turned it down spin, fed fuel to the engines and disappeared into the night sky. Kay heard the aircraft pass over their heads. He gathered his bearings and spotted a rather clear area through the thick flora of the terrain. The Allies spread out on either side as Na'noot and a three Yautja fire team turned to cover the group's six.

Kay crept along a rocky byway, which rose up two meters from the ground. As he neared a cluster of rocks Zeeltore warned the agent of enemy activity ahead. A host of dots appeared on his motion tracker. Several meters ahead and to the left was a deep pit in the ground. Some kind of excavation site judging from the Hoon'tak equipment that dotted the areas of illumination. He briefly wondered what the enemy was looking for. He clicked the Rifle's safety off. What they were looking for didn't matter. In the end he'd make sure they would never find it.

 **Team B (Laurel's) Pov**

None of the Allies understood the artificial world's weather, so when big drops of blood warm rain fell on the plain, it came as a complete surprise. The soldiers grumbled as the water streamed down their faces, soaked their uniforms and armor and started to pool at their feet.

Elle saw things differently though. She liked the wet stuff, not just because it felt good on her skin and washed away all the dirt and grime, but because the bad weather would offer the insertion team that much more cover.

"Listen up people!" Sergeant McKay bellowed. "You know the drill. Let's shake, rattle and roll!"

There wasn't much light, just enough so that everyone could move around without running into one another. But the fact that Elle hadn't been on such missions herself meant she had to visualize what her eyes couldn't see. She didn't like that, didn't like running blind and having to guess what would await them ahead. She loathed to go bumbling into the darkness. She knew what monsters lay within its shadowy veil.

On a plus side all their supplies had been replenished and each soldier carried a full load of ammo, weapons, flares, radios and medi-kits. Each pack was thoroughly inspected for missing items and supplies that wasn't properly tied down. Any sound would alert their enemies and bring a world of trouble down onto their heads. Once each soldier had passed inspection the Allies began to make their way to the interception point where they would do a little mid night raiding. But before they would reach the Hoon'tak camps McKay had informed Elle of an even better place to do a little shopping. The 'Valiant' just so happened to be on the way to the interception point and Elle was more than happy to switch objectives.  
This couldn't be better.

Elle didn't have to worry about the thousands of reports that needed to be filled out at MIB but she did have a flock of Pelicans that would need to be refueled sooner or later, preferably sooner. With the exception of the Helljumpers who carried extra supplies with them in their HEV's the rest of the Allie troopers had bailed out of the 'Valiant' with very little supplies. With the extra supplies the Allies had the chance to outlast the Hoon'tak who were no doubt running low as well. Obtaining more of everything and doing it before the Hoon'tak launched an all-out attack on Omega base would be the key to survival.

She turned to her troops. "Alright boys and girls, gather round. Since it's so close to Christmas I've decided to let you all pick out some presents. The 'Valiant's a klick from here and the Hoon'tak are handing out candy canes and egg nog. So who's up for a little secret Santa?"

There was a roar of approval.

"One more thing, most if not all of you are aware of Momma Lopez's office on board the 'Valiant'. It seems in a hurry to leave she left a full bottle of scotch in the lower left hand drawer of her desk. After kicking so much Hoon'tak ass all day lets greet her welcome back with a drink. If anyone would be so kind as to bring it to me I'll let that person or persons pick out whatever present they want."

Again a great cheer of approval.

McKay shouted them down. "Silence! Corporal, take that man's name."

The corporal to whom the order was directed had no idea which name he was supposed to take down, but knew it didn't matter.

Elle knew the Helljumpers had been briefed, and understood the true purpose of the mission. The formation was dismissed. The soldiers jogged through the thickening mud.

 **Team C Pov**

The Captain tried to ignore the incessant slambam beat of the sergeant's colonial flip music that pounded over the intercom as the pilot lowered the drop-ship into the swamp.  
"Everything looks clear, I'm putting her down."

The Pelican jets whipped the water into a frenzy as the ramp was lowered and the cargo compartment was flooded with thick, humid air. It carried a nauseating stench of putrid vegetation, the foul odor of swamp gas and the slight metallic tang of Genesis itself. Somebody said 'Pe-euuu' but was drowned out by the staff sergeant Avery Junior Johnson who shouted,  
"Go! Go! Go!"

And the soldiers jumped down into the calf deep water. Somebody shouted 'Damn' as water splashed up their legs.  
"Stow it marine." Johnson shouted as he cleared the ramp. Free from its burden the drop-ship fired its jets, powered its way out of the glutinous air and started to climb.

Johnson consulted a small hand computer. "The structure we're looking for is supposed to be over there." Johnson eyed the direction and nodded. "Alright you slackers, we've got our orders. Jessy, take point."

Private Peter Weyland was toward the rear, which was almost as dangerous as point, but not quite. The ebony water topped his boots and seeped down through his socks. It wasn't at all cold, for which the marine was thankful. Like the rest of the team he knew that the complex purpose of the mission was to locate and recover a cache of Engineer weapons. Still an important thing to do, even in the wake of Lieutenant Elle's efforts to raid the 'Valiant' and the fact that Omega Base would strengthen as a result of success. It was crap. Especially slogging through this dark mist clogged swamp.

 **Team A, Kay's Pov**

There was no time to waste. Kay had taken out the Hoon'tak gun emplacements with little effort. With the element of surprise lost the Hoon'tak returned fire. Giant globs of plasma were launched into the air by a couple of Chimeran Mortar. Once both enemy tanks had been located the MIB had switched his Sniper magnification to 10x and took out the pilots. Without the tanks to support them, the remaining Hoon'tak were quickly dispatched by the skilled sniper. Kay proceeded to lead the soldiers around the excavation site.

As they exited, the Hoon'tak dropped down a group of Chasers that hosed the soldiers with fire. The gunshots echoed through the twisting chasms.  
Kay frowned, there was no way the Hoon'tak would just sit idly by and do nothing. No time to waste. The last Chaser dropped and he lead the soldiers out of the depression, up a hill on the far side and up onto the sheer cliff face.

They stayed close to the rock wall, mind full of the sheer drop that awaited any who strayed too far to the edge. Kay could just make out the glint of purple light emanating from the neighboring gas planet.

His motion tracker pinged two contacts and he waved the soldiers to a halt. Crouching down at the top of the cliff path, conscious of the massive drop on the other side. A pair of Stalkers rounded the bend ahead, their overcharged Boltshots pulsing dark orange and paid dearly for their enthusiasm. The MIB sprang and slammed the butt of his rifle into the nearest Stalker's head, the force of the blow sent the enemy tumbling off the path. Kay pivoted and fired his rifle from his hip. The burst struck the second enemy in the side. The Hoon'tak slammed to the ground as his finger tightened on his weapon's trigger as he died.  
A massive hole blossomed in the rock above the agent's head. Kay switched gun and slammed a fresh magazine into his Assault Rifle and continued to advance, motioning for the others to follow.

"Here's a little something to remember me by." One UNSC marines growled and shot the remaining Stalker in the head.

As the team continued up the path, they encountered another Mortar, more Chasers and a pair of Stalkers, all of whom seemed to melt away under the combined assault by Kay's Sniper and Assault Rifle, the Allie Soldier's weapons and a few well-placed grenades.

Team A pressed on, toward the lights beyond. Hoon'tak resistance was determined but few in between, and before long Kay could hear the hum of the enemy ship as it hovered above them more than a hundred feet.

As they reached the summit they caught sight of a large metal disk, the gravity lift that the Hoon'tak used to move troops, supplies, and vehicles to and from a planet's surface. Purple light shimmered around the platform where the beam was anchored.

"Come on!" Kay shouted, pointing at the lift. "That's our way in. Let's move!"

There was a mad dash as the soldiers moved through the enemy base camp, followed by a pitched battle as Kay and the Allies entered the area directly below the ship. The area was ringed with Mortar tanks and all of them opened fire at once. The agent made use of the Sniper Rifle to kill the nearest gunner, charged the now empty Mortar and jumped into the vacant tank. The first order of business was to silence the other tanks.

He yanked the control yoke and swiveled to face the second Mortar. A glowing holographic triangle floated above the controls. When it was lined up with the other tank it glowed red. He thumbed the firing sensors and lances of dark blue plasma lashed at the enemy vessel. The Hoon'tak pilot struggled to leap free from the controls, fell into the path of Ally fire and was speared by led and plasma. He slumped against the base of the abandoned Mortar his smoking corpse riddled with holes.

Kay swiveled the tank and took aim on the remaining tanks. He hosed the targets with a hellish wave of destructive energy, then satisfied that the tanks were silenced, went to work on the ground troops.

The Allie's and Mortar advanced cutting down Hoon'tak troops and pounding what remained of them into mush.

They were still at it when a marine yelled, "Look there's more of them!"

Six figures floated down the gravity lift. Some of the newcomers were huge, seven feet tall and wore dark red armor along with handheld plate armor shields. Wide set eyes, thick dark hide and large mouths. Kay had faced such creatures before, Krogans and by the insignia on their shoulders they were of the Ganar clan. Krogans were the badasses of the galaxy. Brutish and warlike they care about only two things, fighting and breeding and ever since the Genophage the latter was rare.

In fighting they would never stop until the enemy lay dead at their feet, or the other way around. The Ganar clan were the founders of the Blood Pack a mercenary group of Krogans that took jobs from the most dangerous and the highest paying jobs, from anyone. Their metal shields could withstand a tremendous amount of punishment, each held a Forerunner Incineration Cannon that fired several streams of explosive particles along multiple paths that detonate and spread on impact.

The Allies opened fire, grenades exploded and the pair of Krogans roared in defiance. One of them fired explosive particles spewing forth. A Sangheili roared and then was turned into a bloody blue mist of flesh and organs.

The Krogans raged forward from the grav-lift and advanced. Behind them, a swarm of Stalkers and Hunters formed a phalanx and peppered the Allies with Particle fire.

Sergeant Na'noot yelled, "Hit them warriors!" and they poured fire onto the alien juggernauts. Bullets and Plasma pinged and sizzled on their heavy shields. The agent swiveled around, and heard a warning tone as the Krogan's weapons discharged. An explosion shook the Mortar, Kay clenched his jaw as he forced the targeting triangle down onto his target. His armor bled energy and began to weaken.

The instant the targeting display turned red, he mashed down the firing sensor and unleashed a flood of incandescent blue light. The Krogans didn't have time to bring their shields fully into play, and plasma blasts burned through multiple suits of armor and exited through their backs.

The MIB had heard a cry of what sounded like anguish as the second line of Krogans saw their brother's fall. The Krogans spun and fired their incineration cannons at Kay's captured vehicle. The Mortar took a direct hit, flipped over on its side and threw him to the ground.

The ground vibrated as the enraged aliens charged up the slope, right for the downed MIB. Kay rolled to his side and came up in a low crouch. The horde was close now, within five meters. The Krogan leader roared. With his shields depleted, Kay knew that their sheer strength was a very real threat. He dropped to one knee and unslung his assault rifle. Bullets bounced harmlessly from the alien's armor. At the last second he dodged left and slid down the slope. The Krogans didn't anticipate the move and the last's claw passed over the MIB's head, missing him by mere centimeters.

Kay rolled onto his stomach, and saw his opportunity. Patches of dark leathery skin was visible between the Krogan's armor. He emptied the MA5B's magazine into the unprotected targets, and thick orange blood spouted from cluster of bullet wounds. There were wails from the Krogan ranks, then they collapsed in a puddle of their own gore.

Kay rose to one knee, fed a fresh magazine into the assault rifle and scanned the area for enemies.  
"All clear." He called out.

The remaining Allies called in clears as well. That opened the way to the lift and Zeeltore was quick to seize on the opportunity. He activated the armor's communication system.

"Zeeltore to Echo 636. Agent X we've made it to the gravity lift and are ready for reinforcements."

"Copy that Zeelotre...Echo 636 inbound. Clear the drop zone."

"What's the matter?" Na'noot demanded of his troops, several of whom were looking longingly at the fast approaching Pelican's running strobes. "Never seen a UNSC drop-ship before? Keep your eyes on the rocks damn it, that's where the bastards will come from."

The MIB waited for X to unload the fresh soldiers, waved them forward and joined the surviving ones on the lift pad.

"Looks like we made it." A private said, just before stepping onto the pad and being lifted into the ship.

Sergeant Na'noot looked up towards the belly of the ship and said, "Aren't we the lucky ones?" Then rose into the purple light.

"Once we're in the ship I can home in on the general's Command Neural Interface." Zeeltore said. "The CNI will lead us to her and likely the others are being held with her as well. They'll probably be in or near the ship's brig."

"Good to hear it." The MIB said dryly and felt the beam pull him upward.

Someone else yelled "Yeehaw!" and vanished into the belly of the ship.

The Hoon'tak didn't realize it yet, but the Allies had landed.

 **Team C Pov**

Something loomed ahead. Private Peter hoped it was what the captain had dragged their sorry asses into this swamp for.

He hissed the word to the others. "I see a building Sarge."

There was the sound of water splashing as Johnson came forward. "Stay close Weyland. Fifeild, move it up! Wait here for the captain and his squad. And get your asses inside."

Peter saw the captain materialize out of the mist. "Sir!"

Johnson saw the captain nod and said, "Okay, let's move!"

The captain followed the Allie soldiers inside. The entire situation was different from what they had expected. Unlike the Hoon'tak, who killed all the Allies they could get their hands on, the soldiers continued to take prisoners. One such individual, a rather disillusioned Hunter class named Shreg'Lum had been interrogated for hours. He swore that he'd been a part of a group of Hoon'tak soldiers who had delivered a shipment of arms to the forces guarding this very structure.

But there was no sign of a Hoon'tak security team, or the weapons Shreg'Lum claimed to have delivered, which meant that he'd probably been lying. Something the captain planned to discuss with the prisoner upon his return to Blue Base. In the meantime the captain planned to push deeper into the complex and see what he could find. The second squad, under Corporal Meredith Vickers, was left to cover their line of retreat, while the rest of the team continued to press ahead.

Ten minutes had passed when a soldier said, "Whoa! Look at that. Something scrambled his insides."

Johnson looked down at the dead Hunter. Other Hoon'tak bodies lay sprawled around the area as well. Green Hoon'tak blood slicked the walls and floor.

The captain approached from behind. "What do we have sergeant."

"Looks like a Hoon'tak patrol." The noncom answered. "Badass special ops Hunters, the ones in the silver armor. All KIA."

The captain eyed the bodies and looked up at Jenkins. "Real pretty. Friends of yours?"

The soldier shook his head. "No, we just met."

No the ribcage of the Hunter was sticking out, not in like a usual smashed in chest. In fact _all_ of their ribcages were pushed out revealing the large chasm chests and organs, and beside each body lied...things, like insects with multiple legs and long tails that had shriveled up. The captain ordered Vickers and a squad to remain there and guard the door, which they were more than willing to.

It took another five minutes to reach a large metal door. It was locked and no amount of fooling around with the keypad seemed likely to open it.  
"Right," The captain said, as he examined the obstacle. "Let's get this door open."

"I'll try sir," the tech specialist, Dallas Arthur, replied. "But it looks like the Hoon'tak worked pretty hard to lock it down."

"Just do it."

"Yes sir."

Dallas pulled the spoofer out of his pack, attached the box to the door and pressed a series of keys. Outside of the gentle beeping noises that the black box made as it tapped into the door's electronics and ran through thousands of combinations per second, there was nothing but silence.  
The Allies shifted nervously, unwilling to relax. Sweat dripped down Dallas's forehead. They held position for another few minutes until Dallas nodded with satisfaction and opened the door. The Allies drifted inside.

The electronics expert raised a hand. "Sarge! Listen!"

All the soldiers listened. They heard a soft, scuttling sort of slithery sound. It seemed to come from every direction at once.  
Peter felt jumpy but it was Hallaway who actually put it into words. "I've got a bad feeling about this..."

"You've always got a bad feeling." The sergeant put in and was about to chew Hallaway out when a message came in over the team freq. It sounded like the second squad was in some sort of trouble, but Corporal Vickers wasn't very coherent, so it was difficult to be sure.

In fact it almost sounded like screaming.

The captain responded. "Corporal? Do you copy? Over."

There was no reply.

Johnson turned to Hallaway. "Get your ass back up to second squad's position and find out what the hell is going on."

"But sarge-"

"I don't have time for your lip soldier! I gave you an order."

"What is that?" Peter asked nervously, his eyes darting from one shadow to the next.

"Where's that coming from, Halloway?" Sergeant Johnson demanded, the second squad momentarily forgotten.

"There!" Hallway proclaimed, pointing to a clutch of shadows as the soldiers heard the muffled sound of metal striking metal.

There was a cry of surprise as something leaped from the darkness at private Fifeild's face, wrapped a thick muscular tail around his neck while grasping his head with its eight spindly long finger like appendages and inserted two proboscis, one through his nose to deliver O2 and Co2 and another down his throat.  
He dropped his weapons, tried to grab the thing that rode his face and thrashed back and forth.

"Hold sill! Hold still!" Dallas yelled, grabbing onto the arachnid like creature and trying to pull it off his friend.

Avery Johnson had been in the UNSC for most of his adult life and had logged for time huffing across the surface of alien planets than any of the other men in the room combined. Along the way he'd seen a lot of strange stuff, but nothing like what skittered across the metal floor and attached themselves, one by one to the faces of one of his men.

He saw a dozen of the spider like creatures, each maybe half a meter in diameter and equipped with eight legs, a muscular tail and a small sac on either side of its body, they ran across the floor in a loose formation, then sprang in his direction. Their legs propelled them several meters in a single leap. He fired a short, almost panicked burst. "Let 'em have it!"

The captain, pistol in hand fired at one of the creatures. The middle of the creature popped open like a balloon spilling yellow green blood all over the place.

Three more burst midair from fire and spilled blood.  
A private screamed. The captain glanced over his shoulder, his arm, which had been splattered with the creature's blood and was sizzling, no melting. Soon the appendage fell to the floor, and the metal floor began melting.

Dallas screamed. "It's acid! They have acid for blood!"

The captain realized Dallas had been correct. The Hoon'tak had locked the door for a reason and this was it. But maybe, just maybe they could pull back and close the creatures inside again.

"Sergeant we're surrounded!"

But Johnson's attention was elsewhere. "God damn it, Weyland fire your weapon!"

Peter, his face tight with fear, clutched his assault rifle with white knuckled hands. It seemed that the little things were materializing from mid-air. "There's too many."

The Sarge started to bellow a reply, but it was as if a floodgate had opened somewhere, as a new wave of the small, arachnid like creatures rolled out of the darkness to overwhelm the Allies. Soldiers fired in every direction. Many lost their balance as two, three or even four of the creatures grabbed their faces and pulled them down.

Peter backed away as fear overwhelmed him.

The captain threw up his hands with the intention of protecting his face and accidentally caught one of the monster. He squeezed, broke a couple of the spindly legs and felt his fingers start to melt. He shouted and threw it and tried to wipe away the acid. Another attacker landed perfectly on his unguarded face, its tail coiling around his neck. He tried to scream. A mistake as the proboscis wriggled down his throat and nose. An explosion of Co2 was pushed down into his lungs and he soon blacked out.

The sight of the captain struggling with the new adversary attached to his face had frozen private Weyland in place. When the captain's struggling ceased however he snapped into motion. He turned to flee, but turned right into one of little creatures.


	16. Chapter 16

_Covenant Carbine-_ _A semi-automatic rifle that shoots bolts of plasma. Basically the Covenant equivalent of the assault rifle._

 _Supressor Rifle-_ _The Directed Energy Automatic Weapon more commonly known as a Suppresor Rifle, is a Forerunner developed automatic weapon. It fires bolts of charged hard light that pierce and destroy any organic matter.  
_

 _OoOoOoOoOoOoOoOoOoOoOoOoOoOoOoOo_

 **Peter's Pov**

His vision clouded but cleared. He had some sensation that time had passed, but he had no way to tell how long he'd been out.  
Due to some fluke, some random toss of the galactic dice the creature that had invaded his body had been weakened during the long period of hibernation. He was awake and aware of the other little creatures skittering to the outside or over to a still body, but when they saw that one was already claimed by its sibling it moved on.

The one attached to Weyland was different however, larger, a darker color. It lacked its airway proboscis and unable to put him completely under, but secreted a foul smelling greenish liquid from its sacs that kept him immobile. Peter, helpless to do anything about it, was fully aware of the invading entity that was now nestled beneath his ribcage, bidding it's time. Though he was unaware of how precious his cargo was to the creatures.

 **Team A (Kays Pov)**

The gravity lift deposited the rescue team three feet above the deck. They hung suspended for a moment, then fell. Na'noot gave a series of hand signals and the soldiers crept forward into the lift bay.

The Hoon'tak equivalent of equipment crates, roughly constructed metal boxes made from a dull but shimmering metal the enemy favored, were stacked around the high compartment. A pair of Mortars, were lined along the right side of the bay. Kay moved forward toward one of the high metal doors that were spaced along the perimeter of the compartment. Na'noot gave the all clear signal and the soldiers relaxed a bit.

"There's no Hoon'tak here," One of them whispered. "So where the hell are they?"

The door was proximity activated and as the MIB neared the portal it slid open to reveal a surprised Hunter. Without pause he tackled the enemy and slammed its armored head into the burnished deck plates. With luck, he finished the Hunter quietly enough. Another set of doors suddenly flashed open on the other side of the bay and Hoon'tak troops flooded into the compartment.

A second soldier turned to the corporal who'd just spoken. "No Hoon'tak," he snarled, mocking his fellow trooper. "You just had to open your mouth, didn't you?"

Chaos reigned. Kay charged ahead as the rescue team fought their way through a maze of interlocking corridors, which eventually emerged into a large shuttle bay. A Hoon'tak drop-ship passed through a bright green force field and all hell broke loose. Fire stuttered down from a platform above. A Stalker took a flurry of particles in the chest and was torn in half by the ensuing explosion.

A Chaser dropped from above and landed on a Sangheili shoulders. The Elite reached up, got a grip on the enemy's throat and crushed its windpipe. The Chaser wheezed, fell to the deck and flopped around like a fish until someone shot him.

Numerous hatches opened into the bay and additional Hoon'tak troops poured in from every direction.

Na'noot stood up and motioned his men forward. "It's party time!" He bellowed.

He spun and opened fire and was soon joined by all the rest. Within a matter of seconds what seemed like a dozen different firefights had broken out. Wounded and dead, Allies and Hoon'tak alike, littered the deck.

Kay was careful to keep his back to a marine, a pillar or the nearest bulkhead. His armor and the recharging shield it carried, provided the MIB with an advantage that few of the other soldiers possessed, so he focused most of his attention on the Hunters, leaving the Stalkers and Chasers for others to handle.  
Zeeltore, meanwhile, was hard at work tapping into the ship's electronic nervous system in an attempt to find the best way out of the trap.

"We need a way out of this bay now," Kay told him. "Or there won't be anyone left too rescue." He ducked behind a crate, emptied his magazine into a charging Chaser who wielded a pulse grenade, then paused to reload.

A Krogan gave a blood curdling roar as it charged into the fray. The MIB turned and saw Sergeant Na'noot fire at the ferocious alien. A trio of plasma blasts spat from his Covenant carbine, the last three rounds in the weapon. He discarded the empty gun and backpedaled in an attempt to buy himself some time and his hand dipped for his energy sword.

The Krogan sprang forward and the edge of the beast's massive shield shredded through the Sangheili armor. Na'noot crashed to the deck.  
Kay cursed under his breathe, slapped a fresh clip into place, racked a round into the chamber and took aim at the Krogan. The enemy was coming on fast, too fast and Kay knew he wasn't going to get a kill shot.

The Krogan stepped past Sergeant Na'noot's prone form. The alien roared again as the MIB sprayed him with gunfire, knowing the gesture was futile, but unwilling to let the enemy at his teammate's exposed flank.

Without waning the Krogan howled and crashed to the ground. Kay was puzzled and briefly checked his weapon. Could he have gotten a lucky shot? He heard a cough and saw Na'noot struggling to his feet, a smoking plasma pistol in his hand. Blood flowed from the gashes in his side and he was unsteady on his feet, but he found the strength to spit on the Krogan's fallen corpse.

Kay took the covering position near the wounded Sangheili Sergeant. He gave him a brisk nod.  
"Not bad for a Sangheili. Thanks."

The sergeant grabbed a carbine, slammed a fresh magazine into place and grinned. "Any time, human."

His motion tracker showed more contacts inbound, but they were keeping their distance. Their failed assault on the bay must have left them disorganized. Good, he thought. We need all the time we can get.

"Zeeltore," He said. "How much longer until you get a door open?"

"Got it!" Zeeltore proclaimed exultantly. One of the heavy doors hissed open. "Everyone should move through the door now. I can't guaranty that it won't lock when it closes."

"Follow me!" He barked, then led the surviving soldiers out of the shuttle bay and into the comparative safety of a corridor beyond.

The next fifteen minutes were like a slow motion nightmare as the rescuers fought their way through a maze of corridors and up a series of narrow ramps and onto the launch bay's upper level. With Zeeltore's guidance, they plunged back into the ship's oppressive passageways.

As they proceeded through the bowels of the warship, Zeeltore finally gave them good news.  
"The general's signal is strong. They must be close."

Kay frowned. This was taking too long. Every passing second made it much less likely that any of the rescue party would be able to get off the warship alive, let alone with Lopez, Zed and Kimbli. The Allies were good fighters, but they were slow in large numbers. MIB's were faster in teams of two, or in this case one.  
He turned to Na'noot and said, "Hold your team here. I'll be back soon, with the generals.

He started to protest, then nodded. "Just don't tell the Arbiter." He said, not wanting to bring dishonor to his clan by avoiding the fight.

Kay ran from door to door until one of them opened to reveal a rectangular room lined with cells. A translucent force field served in place of bars. He dashed inside and called out the leaders names, but received no answer. A quick check confirmed that with the exception of one dead marine, the brig was empty.  
Frustrated, yet reassured by Zeeltore's insistence that the CNI signal was strong, Kay exited the room, entered the hall and literately went door to door, and searching for the correct hatch. Once he located it, the MIB almost wished he hadn't.

The portal slid open, the Chaser yelled something the MIB couldn't understand and a particle beam lashed past the human's helmet. Kay opened fire, heard a soldier yell from within one of the cells, "Good to see you Kay!" and knew he was in the right place.

A particle beam appeared out of nowhere, hit the MIB in the chest and drained the armor's shields. He ducked behind a support column, just in time to see an energy beam slice through the spot he had just vacated. He scanned the room looking for his assailant.  
Nothing. His motion tracker showed a faint trace of movement but he couldn't spot the source.

"Watch out, he's cloaked!" Came Kimbli's voice.

His eyes narrowed and he noticed a slight shimmer in the air, directly in front of him. He fired a sustained burst through the middle of it and was rewarded with a loud howl. The Hunter seemed to materialize out of thin air, made a grab for his own entrails and managed to catch them before he died.

Kay strode to the access controls and, with Zeeltore's help, killed the force field. General Lopez, Zed and Kimbli stepped out of the cells, they paused, each scooping up a weapon from the fallen enemy off the floor.

Lopez met Kay's eyes. "Coming here was reckless." She said, her voice harsh. Kay was about to explain his orders when Lopez's expression warmed and the 'Valiant's' CO smiled. "Thanks."

The MIB nodded. "Any time sir."

"Can you find your way out?" Zed inquired doubtfully. "The corridors of this ship are like a maze."

"It shouldn't be too difficult," Kay replied. "All we have to do is follow the bodies."

It was time to get off the warship.

As Hoon'tak troops ran hither and yon.  
Lopez, Zed, Kimbli and Zeeltore convened a quick council of war.

"While the Hoon'tak had us locked up in here, I heard them talking about this world," Zed said. "And it's destructive capabilities."

"One moment sir." Zeeltore interrupted. "I'm accessing the Hoon'tak battle net." He paused, as his vastly powerful intrusion protocols sifted through the Hoon'tak systems.

Seconds later he finished his sift of the enemy data stream. "If I'm interpreting the data correctly, they believe the planet is some kind of weapons station from the Engineer's, one that possess vast, unimaginable power."

Lopez nodded thoughtfully. "The assholes who interrogated me kept saying that whoever controls the planet could take control of the fate of the universe."

"Now I see," Zeeltore put in thoughtfully. "I interrupted a number of messages about a Hoon'tak search team scouting for a control room. I thought they were looking for the bridge of a ship that crashed here during the battle, but they must be looking for the on planet installation's control room."

"That's bad news," Kimbli responded gravely. "If the planet is an Engineer weapons instillation and the Hoon'tak gains control of it, they'll use it against every known galaxy. Who knows what power that would give them."

"Kay, Zeeltore, I have a new mission for you. We need to find the weapons storage and destroy it before the Hoon'tak get control of it." Zed said.

"No offense sir," Kay replied. "But it might be best to finish this mission before we tackle another."

Zed offered a tired grin. "Good point Kay."

"Soldiers! Let's move!" Lopez gave the order.

"We should head back to the shuttle bay and call for Evac," Zeeltore said. "Unless anyone would like to walk home."

"No thanks," Kimbli replied. "I prefer to ride."

The journey out of the prison area and back to the launch bay was hairy but not quite as bad as the trip in. It wasn't long until they realized they really could follow the trail of dead bodies back to the launch bay. Sadly some of the dead wore UNSC or Jee'dangian green, or the colored armor of the Covenant and Yuatja, which served to remind the MIB of how many Allies the Hoon'tak had murdered since the war had begun. Somehow, someway the Hoon'tak would be forced to pay.

The tactical situation was made even more risky by the general's condition. Being the general of the UNSC and the overall leading the war and a serious instigator, her interrogation was longer and more violent than the others who had gotten off with minor beatings. She didn't complain, but the MIB could tell that Lopez was sore and weak from the ordeals. It was a struggle for her to keep up with the others.

Kay signaled for the team to halt. Lopez, out of breath, favored him with a sour look, but seemed grateful for the breather.  
Two minutes later, Kay was about to signal the group to move forward when a trio of Chasers ran into view. Particle rounds bounced from the bulkhead and angled right for him.

His shields took the blunt of it and he returned fire, as did the rest of the group. Lopez blew one Chaser apart with a barrage of ionized particles. The rest were finished off by a combination of particle fire and assault bullets.

"Let's get moving." The MIB advised. He took point and moved down the corridor, bent low and ready for trouble. He'd barely gotten twenty meters down the passageway when more Hoon'tak moved in, two Stalkers and a Hunter.

The enemy was getting closer and more determined the longer they remained. Kay finished off the Stalkers with his last frag grenade, then pinned the Hunter down with his assault rifle. Lopez directed the soldiers to fire on the enemy's flank and he went down.

"We need to go sirs," Kay warned Lopez. "With respect, we're moving too slowly."

Lopez nodded and as a group they sprinted down the twisting passages, stealth abandoned.

Finally after numerous twists and turns, they reached the shuttle bay and rejoined Na'noot and the rest of his squad. Kay thought it was empty at first, until he noticed what appeared to be two large Suppressor Rifles floating in the air.

Fresh from his encounter with the stealth Hunter who had been stationed in the brig, Kay knew better than to take chances. He drew his pistol, linked in the scope and took careful aim. He squeezed the trigger several times and put half a clip into the area just right of the rifle. The Hoon'tak Hunter faded into view and toppled off the platform.

A soldier yelled, "Watch it! Cover the generals!"

As the second rifle took aim and started to fire as if on its own.  
Kay put three bursts into the second enemy, hit its stolen active camo unit and the Hunter was revealed. Fire poured in on all sides and the Hoon'tak went down.

There was a blast of static as Zeeltore activated the armor's communications relays. "Zeeltore to X, we have the generals and need extraction on the double."

The reply was nearly instantaneous. "Negative Zeeltore! I have a flock of Skifs on my tail and I can't seem to shake them. You'll be better off finding your own ride."

"Acknowledged X. Zeeltore over and out." The radio clicked as Zeeltore switched from the suit's radio to its external speakers. "Air support is cut off general. We'll need to hold here until X can move in."

A soldier heard the interchange, and already traumatized by the time spent in the warship began to lose it. "We're trapped! We're all gonna' die!"

"Stow the bellyaching soldier!" Zed growled. "Kay if you and Zeeltore can get us into one of those dropships I can fly us out of here."

"Yes sir Zed." Zeeltore's voice replied. "There's a ship docked below."

Kay followed the doctor's directions through a hatch, down a series of corridors and out into the troop ship bay.  
Unfortunately the bay was well defended and another firefight broke out. The situation was getting worse. Kay slammed his last clip into the MA5B and fired short, controlled bursts. The Chasers and Stalkers scattered and returned fire. His ammo counter dropped rapidly. A pair of Chasers fell under the MIB's hail of fire. Within seconds the ammo counter read 00, empty.

Kay tossed the rifle away and drew his pistol and continued firing at the enemy forces that had begun to regroup at the far side of the bay.  
"If we're going," He called out. "We need to go now."

The drop-ship was shaped like a giant insect, it rode a grav field and bobbed very much like a large bumblebee as some of the outside air swirled around it.

As they approached it, Lopez called out. "Everybody mount up! Let's get on board!" and led the soldiers through the open hatch.

The MIB waited until everyone else had boarded and backed into the aircraft, just in time. He was down to a single round in his sidearm.

Zeeltore said, "Give me a minute to interface with the ship's controls."

Zed shook his head. "No need. I'll take this bird up myself. I remember a little bit about these ships from my time in the Hoon'tak army."

"Sir!" One of the soldiers called. "Krogans!"

Key peered out the nearest view port and saw that the Kig-Yar was correct. Another pair of the massive aliens had arrived on the loading platform and were making for the ship. Their wide nostrils flared, their Incineration cannons were being raised into position and they were about to fire.

"Hang on!" Zed said as he disengaged the ship's gravity locks, brought the ship up over the edge of the platform and pushed the controls forward. The hull struck both Krogans with what appeared to be glancing blows and withdrew.

Even a glancing blow from a ship that weighs thousands of kilos proved to be a serious thing indeed. The drop-ship's hull crushed the Krogan's chest armor and forced it through their body cavities, killing both of them instantly. One corpse managed to attach itself to the bow. It fell as the drop-ship cleared the warship's hull.

Kay leaned back against the metal wall. The Hoon'tak craft's troop bay was crammed, uncomfortable and dimly lit, but it beat the hell out of wandering through their warship. He braced himself as Zed put the enemy aircraft into a tight turn and accelerated out into the surrounding darkness. He forced his shoulders to relax and closed his eyes. Zed, Lopez and Kimbli had been rescued, and the Hoon'tak had been put on notice. The Allied Federation was determined to be more than an annoyance, they were going to be major pain in the ass.

 _OoOoOoOoOoOoOoOoOoOoOoOoOoOoOoOo_

 **Later Team B (Laurel's Pov)**

The rain stopped just before dawn, not gradually but all at once, as if someone had flipped a switch. The clouds melted away, the first rays of the sun appeared and darkness surrendered to the light. Slowly, as if to reveal something precious, the golden glow slid across the plain to illuminate the 'Valiant', which lay like an abandoned scepter, her bow hanging over the edge of a steep precipice.

She was huge, so huge that the Hoon'tak had assigned two Shrike Class Skifs to fly over her and a squad of six Rays patrolled the area immediately around the fallen warship's hall. However from the listless manner with which the enemy soldiers went about their duties Elle could tell they were unaware of the threat that had crept up on them during the hours of the rain filled night. Laurel remembered the MIB tradition of the 'morning stand' to ensure every agent was to be up and prepared in case of any enemies that would choose to attack that particular morning.

Did the Hoon'tak do something similar, Elle wondered. Or would they be dozing a bit, relieved that the long period of darkness was finally over, their fears eased by the first rays of the sun. She would soon find out.

Like all sixty two members of her company, the young MIB agent was concealed just beyond the border of the rough area the Hoon'tak actively patrolled. And now with daylight only minutes away the time had arrived to either commit herself and her troops or withdraw.  
Elle took one last look around, her arm ached and her bladder was full, but everything else was A-okay. She keyed the radio and gave the order that both platoons had been waiting for.

"Red One to Blue One and Green One...proceed to objective. Over."  
The response came so quickly that Elle missed whatever acknowledgments the two platoon leaders might have sent.

The key was to neutralize the Skifs and Rays so quickly, so decisively, that the ODST troopers would be able to cross the long stretch of open ground and reach the 'Valiant' virtually unopposed. That's why no fewer than three of the M19 rocket launchers were aimed at each Skif, and three marines had been assigned to each of the half dozen target Rays.

Two of the four rockets fired at the Hoon'tak air both Skifs took hits and immediately exploded. Wreckage rained on the Hoon'tak below.  
The Ray drivers on both sides of the ship were still looking upward, trying to figure out what had occurred, when more than two dozen assault weapons opened up on them.

Four of the rapid attack vehicles were destroyed within the first few seconds of the battle. The fifth piloted by a mortally wounded Hunter ran a number of large overlapping circles before crashing into the warship's hull and finally putting the driver out of his misery. The driver behind the sixth and last Ray panicked, backed away from the destruction and toppled over the edge of the precipice to join the Hoon'tak warship below.  
If the alien screamed on the way down Elle wasn't able to hear it, especially with the steady crack, crack, crack of multiple S2 sniper rifles going off all around her. She keyed her radio to the command freq and ordered her platoon leaders to move up. The assault force crossed the open area in a run and headed towards the ship's stern most air locks.

Hoon'tak troops stationed within the ship heard the ruckus and hurried outside and were met by the sight of the still smoking wrecks of their mechanized support and an enthusiastic, if somewhat thin, Allie infantry assault.

Most were simply standing there, waiting for someone to tell them what to do, when the sniper's 14.5mm armor pricing, fin stabilized, discarding sabot rounds began to cut them down. The impact was devastating. Elle saw Hunters, Stalkers and Chasers alike throw up their arms and collapse as the rolling fusillade took its toll.

Then as the enemy started to pull back into relative safety of the ship's interior, Elle jumped to her feet, knowing that one of her noncoms would do likewise on the far side of the hull and waved the snipers forward.

"Switch to your assault weapons! The last one to the ship has to stay and guard it!"

All the ODST troopers knew there were plenty of things to scrounge inside the hull and they were eager to do so, the possibility that they might end up guarding the air lock rather than pillaging the 'Valiant's' interior was more than sufficient motivation to make each marine run as fast as possible. The purpose of the exercise was to get the last members of the company across what could have been a Hoon'tak killing ground and to do so as quickly as possible.

Elle thought she'd been successful, thought she'd made a clean break when a momentary shadow passed over her and someone yelled, "Contact! Enemy contact!"

The MIB glanced back over her shoulder and spied a Hoon'tak drop-ship. The ungainly, insect looking craft swept in from the east and was about to deploy additional forces. Its particle cannon opened fire and stitched a line of black dots in the dirt, out toward the edge of the drop off.

A sniper dissipated from the waist down and still had enough air to scream as his forward motion slowed and his torso landed on a pile of his own intestines.

Elle skidded to a halt, yelled, "Snipers! About face, fire!" And hoped that the brief parade ground style orders would be suffice to communicate what she wanted.

The Hoon'tak drop-ship had slide slots, cubicle like spaces where troops rode during transit and from which they were released when the aircraft arrived over the landing zone. Had the enemy pilot been more experienced they would have positioned the aircraft so that it was nose on to the enemy and fired while its troops bailed out, but they weren't or they had simply made a mistake, as they presented the ship's starboard side to the humans and opened the doors.

More than half the ODST snipers had switched back to their S2's and had shouldered their weapons up as the drop doors opened. They opened fire before the Hoon'tak troops could leap to the ground. One of their rounds hit a Pulse grenade and caused it to explode. A control line must have been severed because the drop-ship lurched to port, pitched forward and nosed into the ground. Waves of soil were gouged out of the plateau as the aircraft slid forward, hit a large boulder and exploded into flame.

Secondary explosions cooked off and the hall disintegrated. The sound of the blasts bounced off the 'Valiant's' hull and rolled across the surrounding plain. The marines waited to see if any aliens would try to crawl, walk or run away, but none did.

Elle heard the muffled thump, thump, thump of automatic weapons fire coming from within the ship behind her, knew the job was only half done and waved to the half dozen marines.

"What are you waiting for? Let's go!"

The Helljumpers looked to one another, grinned and followed Elle into the ship. The young agent might look like a wild eyed maniac in battle, but knew she'd fought with 'Momma Lopez' and that was good enough for them.


	17. Chapter 17

_Scorpion Main Battle Tank-_ _The most commonly deployed armored battle vehicle deployed by the UNSC. It is thought to be one of the best vehicles for balancing mobility vs firepower._

 _AMP Suit-_ _Amplified-Mobility-Platform suit is an advanced military exoskeleton used for moving through hostile environments or in battle as an advanced form of armor. It is also designated for civilian use moving heavy objects in construction or loading areas.  
_

 _MLA Auto Cannon-_ _Also called the 'Machine-Linked Autocannon is a weapon often equipped to air and star-fighters of the UNSC, they are primarily anti-craft weapons._

 _Threshold-_ _Once a Forerunner planet Threshhold was converted to a habitable city planet, home of the Intergalactic Council and a training facility for the MIB all across the universe._

 _ _OoOoOoOoOoOoOoOoOoOoOoOoOoOoOoOo__

 **Wok'gagre's Pov**

Dawn had just started to break when Wok'gagre and Yes'kadan passed through the newly reinforced perimeter that surrounded the gravity lift and were forced to wait while a crew of hardworking Chasers pulled a load of Hoon'tak dead off the blood spattered pad, before they could step onto the sticky surface and be pulled into the ship.

Although the warship's commanding officers believed that all of the surviving Allies had left the ship, there was no way to be certain of that without a compartment by compartment check. The shipboard sensors read clear, but this raid demonstrated beyond a doubt that the Allies had learned how to fool Hoon'tak detection gear.

The visitors could feel the tension as teams of grim faced Hunters, Stalkers and Chasers performed a deck by deck search of the ship.

As the pair made their way through the corridors to the lift that would carry them up to the command deck, Wok' was shocked by the extent of the damage that he saw. Yes, there were long stretches of passage ways that were completely untouched, but every now and then they would pass through a gore streaked section of corridor, where bullet pocketed bulkheads, plasma and particle scorched deck and half slagged hatches told of a hard fought running battle.  
Wok' stared in wonder as a gravity cart loaded with mangled Stalkers was towed past, green blood dripping onto the deck behind it.

Finally they made their way to the appropriate lift and stepped out onto the command deck. The Hunter expected the same level of security scrutiny as the last time he addressed Alpha, no doubt he'd be dumped into the holding room for another interminable wait.

Nothing could have been further from the truth. No sooner did Wok' cleared security than he and Yes'Kadan were whisked into the compartment where Alpha had been convened during his last visit.

There was no sign of Alpha or any of Wok's immediate superiors, but the hardworking Gresh'nog was there, along with a staff of lesser Hunters and a human dressed in black Hoon'tak Hunter armor. There was no mistaking the crisis in the atmosphere as reports flowed in, were evaluated and used to create a variety of action plans. Gresh' saw Wok' and raised his hand by way of a greeting. "Welcome. Please sit."

Wok' complied. It didn't occur to either of the Hunters to offer the same courtesy to Yes'kadan, who continued to stand. The Chaser rocked back and forth, ill at ease.

"So," Gresh' inquired. "How much have you heard of the latest...incursion?"

"Not much," Wok' was forced to admit. "The Allied Federation managed to board the ship via the gravity lift. That's the extent of my knowledge."

"That's correct so far as it goes," Gresh' agreed. "There is more. The ship's security system recorded quite a bit of action. Take a look at this."

The Hunter touched a button and moving images popped into view and hovered in the air nearby. Wok' found himself looking at two Chasers and a Stalker standing in a corridor. Suddenly without warning, the same human he had encountered on the 'Valiant', the one with the unusual armor, stepped around the corner, spotted the Hoon'tak troops and fired on them.

The Chasers went down quickly, but the Stalker scored a hit and Wok' saw particles splash the front of the human's armor.  
However rather than fall as he should have, the human shot the Stalker in the head, stepped over one of the dead Chasers and marched toward the camera. The image froze as Gresh' touched another control. Wok' felt an almost unbelievable tightness in his chest. Would he have the courage to face the human again? He wasn't sure, and that frightened him as well.

"So," Gresh' said, "There he is, the very human you warned us about. A dangerous individual who is largely responsible for the three score casualties inflicted during this raid alone, not to mention the loss of valuable prisoners and six particle turrets which the enemy managed to steal."

"And the Federation?" Wok' inquired. "How many of them were our soldiers able to kill?"

"The body count is incomplete." the other Hunter replied. "But the primary total is thirty six."

Wok' was shocked. The numbers should have been reversed. Would have been reversed had it not been for the enemy in the special armor.

"Will you be pleased to learn that your original request has now been approved?" Gresh' continued. "We have preliminary report from the other strike groups that many of these MIB agents had been a part of the controlled army but were freed during the space battle and now still remain off planet. This one is to be believed one of five on planet, including one of our freed prisoners and this human here." He motioned human in Hoon'tak armor. "He is one of Alpha's spies and will help you take the others down. Take whatever resourced you need, find these MIB agents and kill them. Do you have any questions?"

"No commander." Wok' said as he stood to leave. "None at all." He exited with Yes'Kadan and the human in tow.

He paused in the waiting room, making sure no one else was watching, then turned to the human. "What information do you possess that would make you useful to Alpha and the Hoon'tak?"

The human saluted, an action that was more instinct than free will.  
"I'm U, former agent with the MIB, Men in Black from Earth. The particular agent your after is called agent Kay"

Wok's eyes widened, he'd heard of the Men in Black and of the notorious agent Kay, the most feared human in the universe. Now at least the body count made a little more sense. He also knew of their capture by Alpha and then their unfortunate release by the Allied Federation.  
"So then, how do we kill him and the others?"

"Among Kay there are three others." U said bringing up images on his data pad. "Zed, the now freed prisoner, is MIB's current director. He may not look like much but he's got experience in war and important information about the MIB and the Federation. Most likely he's being brought back to the captured butte."  
He flipped the image to a Jee'Dangian. "X, more show than anything but a capable air and ground vehicle driver. He's most likely in the air with one of the Pelicans." Another image. "This is agent Elle, also answers by the name of Laurel. She's the second toughest, only to Kay, but she's just as dangerous. Right now she's leading the ODST troops. The ones that just took back the 'Valiant'."

Wok' roared in rage. "They will all pay!" He snarled.

"Calm yourself, Alpha and I have an agreement," He showed the Hunter a copy of the document signed by Alpha himself. Wok' read it carefully.

"Agent Elle is not to be killed. After we win this war she's mine." U said possessively.

"As a slave." Wok' nodded in approval.

"More like a prize of war. Alpha gets to rule Earth, the Hoon'tak get MIB and their selection of Earth for their empire and Elle is my reward."

Wok' nodded. A fair agreement, especially fair for the Hoon'tak, one human female for the entire Federation. "I will order the troops that if they see the female not to harm her."

U shook his head. "That's gonna' be pretty impossible. She may not look like much but she's as strong as any Yuitja and she has the Yuitja clans and the Sangheili behind her. She's not to be underestimated, she'll probably have to be wounded before she can be captured."

Wok' snorted, then nodded. "Let's go."

 **Team B (Laurel's Pov)**

There was a flash followed by a loud bang as the frag grenade went off. A Stalker screamed, an assault weapon stuttered and a marine yelled, "Let me know if you want some more!"

"Good work!" Elle exclaimed. "That's the last of them. Close the hatch, lock it and post a fire team here to make sure they don't cut their way out. The Hoon'tak is welcome to the upper decks. What we need is down here."

The battle had been raging for hours and by then Elle and her marines had fought to push the remaining enemy forces out of key portions of the 'Valiant' and into the sections of the ship that weren't mission critical.

As the Helljumpers sealed the last inter deck ladder not already secure, they had what they'd been striving for, free and un-harassed access to the ship's main weapons, cargo hold and vehicle bays.

In fact the second the platoon pushed the last of the enemy out of the lower decks, the first platoon, under the leadership of Lieutenant McKay, had begun the important task of hitching trailers to the fleet of Warthogs stowed in the 'Valiant's' belly and loading them with food, ammo and the long list Elle had brought with her of other supplies. Then, once each 'hog' trailer combo was ready, the marines drove them down makeshift ramps onto the hardpan below.

Once outside and positioned laager style, the combined power of the LRV mounted M14 light antiaircraft guns formed a potent defense against possible attack by Hoon'tak drop-ships, Skifs and Rays. It wouldn't hold out forever, but it would do the most important job, it would buy them time.

Adding to the supply column's already formidable firepower were four M808B Scorpion Main Battle Tanks, or MBTs, which rumbled down off the ramps and threw dirt rooster trails up off their powerful treads as they growled into position within the formation established by the Warthogs.

The MBT's ceramic titanium armor provided them with excellent protection against small arms fire, although the vehicles were vulnerable should the enemy manage to get close. That's why up to four marines were assigned to ride on top of the Scorpion's track coverings.

Now free to withdraw from the grounded warship and supervising the final loading, Elle left Taz in charge of keeping the enemy penned up.  
As she exited the ship, Elle caught sight of two heavily loaded Pelicans flying off in the general direction of the butte, each with a hog clutched beneath its belly. And there arrayed on the hardpan in front of her, twenty six Warthogs with trailers sat ready to roll, with still more coming off the ship.

Their only problem was personnel. As a result of the work only fifty two effective remained, which meant that the stripped down infantry company would be hard pressed to crew thirty four vehicles and fight, should that become necessary. Both Elle and her noncoms would play a role as drivers or gunners during the return trip.

Elle saw the Sergeant emerge from the 'Valiant's' hall. The Sergeant was caged inside one of the AMP suits taken from the ship. Servos whined in sympathy with her movements as she crossed the intervening stretch of wheel churned dirt to the point where Elle waited with hands on hips. Grime covered her face and her body armor was charred where a particle bolt had hit, though she smiled and said, "You look good in black."

McKay grinned. "Thanks boss. Did you see the Pelicans?"

"As a matter of fact I did. They looked a bit over loaded."

"Yeah, the pilots were starting to whine about weight, but I bribed them with a couple of candy bars. They'll be back in about forty five minutes. When they do we'll wrestle fuel bladders into the cargo compartments, fill them from the ship and top their tanks all at the same time. Then, just to make sure we got our money's worth, we'll hook a 50mm MLA auto-cannon under each fuselage and take those out as well."

Elle raised both eyebrows. "Auto-cannons? Where did you get those?"

"They were part of the 'Valiant's armament," The other officer answered cheerfully. "I thought it would be fun to knock the occasional Hoon'tak drop-ship from top of the mesa." She paused then added, "That's the good news."

"What's the bad news?"

"A lot of gear didn't survive the crash. No missile or rocket pods for the Pelicans and we're almost bone dry on 70mm for their chain guns. We can't count on air support for much more than bus rides."

"Damn." She scowled. Without well-armed air support, Blue base was going to be a lot tougher to defend.

"Affirmative." McKay agreed. "Oh, and I ordered the pilots to bring fifteen additional bodies on the return trip. Clerks, Medics, anybody who can drive or fire an M14. That would allow me to squeeze some additional hogs into the formation and put at least two people on each tank."

Elle raised an eyebrow. " _You_ ordered them to bring more bodies?"

"Well I kind of let them believe that you whistled them up."

Elle shook her head. "You are amazing."

"Yes ma'am." McKay smiled shamelessly. "Semper fi." She saluted and motioned to the last waiting Pelican. "That one's for you sir."

Elle shook her head. "Nah, I'm riding with the Hogs."

She smiled cheekily. "It's your carriage. Got word that agent Kay has returned to the Butte with the generals, and I can't let the bell of the ball be late."

Elle's eyes widened. "Kay's returned already?"

McKay nodded. "So they sent prince charming here to pick you up." Her face became serious. "Sir, you've led us to hell and back, secured a damn fine base and retook the 'Valiant', for however long, with a rag tag team of Helljumpers, and with not even a year of military service under your belt. Momma Lopez chose right when she put you in charge, but we're wasting you. We can get this supplies back to base in a few hours no prob, but the suits need you more. So with all due respect, get your ass back to base and end this goddamned war."

Elle was shocked by the Sergeant's boldness, then nodded and smiled. "I'll do just that. But McKay when you get back I still owe you that beer."

McKay laughed. "I'll hold you to it." She saluted, Elle saluted back before heading for the Pelican.

"Glad to see you're still in one piece." Came a familiar voice. She looked to see X in the driver's seat. She swore she could have hugged him had he not been strapped in to the seat, but that didn't stop her from smiling wide.

"Good to see you X. How's things at base?"

"Wait and see for yourself, we'll be there in less than twenty minutes."

 **Team A (Kay's Pov)**

The soil was still damp from the rain, so when the sun hit the top of the mesa a heavy mist started to form, as if a battalion of spirits had been released from bondage.

Lopez, Zed and Kimlbi, exhausted from their captivity, not to mention the harrowing escape from the Hoon'tak warship, all had literately collapsed and slept hard for the next three hours.

Now Lopez and Zed awakened by their internal clocks and had then woken Kimbli who was even sorer now from the hard ground. Thel'Vadum had joined them and filled them in on the going on's of the base.

The view from the rampart was nothing less than spectacular, looking over a flat plain to the gently rolling hills beyond. A bank of ivory white clouds scudded over the hills. The vista was so beautiful, so pristine, that it was difficult to believe that the planet was in war.  
They heard the scrape of footsteps and turned to see agent Elle and X emerge from the staircase that led up to the observation platform. Kay smiled at them, glad to see them both okay.

"Good morning sirs." The agents smiled, they all smiled. "I heard you sent for me, may I join you."

"Well shit kid we wouldn't have sent for you if you couldn't." Lopez laughed.

Kimbli rolled his eyes and pulled out two chairs at the table in front of the viewport. "What I believe she means is, 'of course, please do'."

Elle and X took their seat with the rest.

"X gave us a tour of the landing pads, turret emplacements and the maintenance shop." Lopez smiled and reached over to grip Elle's shoulder and give her a good shake of approval. "That's some damn fine work kid."

Kimbli nodded in agreement. "Quite, you and your Helljumpers are to be congratulated."

"Thanks to you, we have a place to rest, regroup and plan." Zed added.

"The Hoon'tak did some of the work for us," She replied modestly. "But I agree sir, they did one hell of a job. Speaking of which, I thought I should let you know that Sergeant McKay and two platoons are on their way back from the 'Valiant' with supplies even as we speak. If they return safely with the supplies Blue base will be able to hold out for quite a while."

"And if the Hoon'tak attack before then?" Kimbli asked worried.

"Then we are well and truly screwed sir. We're running short on ammo, food, and fuel for the Pelicans."

Lopez nodded. "Well, McKay is more than capable of handling herself and the Helljumpers. In the meantime there are some things we need to consider."

Laurel had always admired the way Lopez could just take command of an entire room without having to do anything. That calm and state of mind kept people safe, kept people alive.

"Yes sir, what is it?"

The three leaders talked and the three MIB agents listened as they reviewed what they had learned while in captivity.  
"While we all know that the Hoon'tak seem to possess a high level of technology, most if not all of it was looted from enslaved and extinct races including the Forerunners and the Engineers, who presumably left installations on planets like this one." Kimbli said.

Lopez took over. "In the long run, the fact that they are adaptive, rather than innovative, will prove to be their undoing. For the moment, however, before we can take advantage of that weakness, we must find the means to survive. If Genesis is a weapons instillation and if those weapons have the capacity to destroy the Allied Federation, as the Hoon'tak seem to believe, then we must find the cache first and destroy it. So we need Kay, you and small squad to find the installation's control room, locate the weapons installation and destroy it and the weapons within."

Thel' nodded. "If these weapons do possess the power to take down a force like the Allied Federation then they're far too dangerous for anyone, be they general or warlord."

"There's also another problem." Lopez said grim faced. "The essence of which is that while both Zeeltore, Douglas and the other Allies off world have been working round the clock, they're not much farther in figuring out to lower the EMP shield. This means we could be stuck here for a while still."

Elle placed her forearms on the table top and looked out over the plain. She knew where to look and had a good eye, she could see needle threads of black rising over the blast scarred ground where the Rays had attacked, where they had held and some of the Helljumpers, her Helljumpers lay buried.  
She could already see a tiny wave of floating dust in the distance where McKay was hoofing back with the surviving Marines and supplies back to base.  
"I understand what you mean sirs. Permission to speak freely?"

They looked at her, then back to the view.

"Of course kid, you've proven yourself a fine commander. If you have ideas, suggestions or concerns we want to hear them."

Elle nodded respectively. "Thank you sir. My question has to do with the mission or rather the persons you've assigned. Are we the right people for the mission you have in mind? Come to think is any _one_ squad right for that kind of mission." She paused and sighed. "I know MIB has a bit of a reputation, not to mention our training to use technology derived from multiple civilizations and species, but look around, this base and these defenses were the work of _hundreds_ of people and _days_ of planning. There are no agents who could do this in a small team, the amount of soldiers we've lost on every mission is testament to that. And our numbers drop by the hour. For a mission like this we'd need at least two platoons to be successful."

Lopez, Kimbli, the Arbiter and Zed had been in their work for a long time. Each and everyone knew of the skill that both Elle and Kay possessed. They were the ones who could do, who have done the impossible. And they knew that at this very moment agent Elle was flat out wrong. Knew that a small strike force of even ten soldier including the two agents with X on air support could do this without sending more soldiers to die. They needed Elle's enthusiastic support and to spread that feeling to the ranks if they were going to make it out of this mess alive. Un-voiced they decided to let Kimbli take lead on this, he had a way with words the others lacked.

Kimbli nodded. "You make some valid points. From what you've experienced, what you and your soldiers have accomplished on this butte is nothing short of miraculous and not the work of one or few but hundreds soldiers working together. However, I can't agree with your conclusions regarding yours and Kay's assignment on this mission. First, it's important for you, for everyone, to understand that what makes soldiers like you so effective isn't what you are, but who you are. Your record is not the result of technology, not of what has happened to you, but in spite of what has happened to you and the pain you have suffered. The truth is that all of you would have grown to be remarkable individuals regardless of your training or upbringing." He sighed and folded his arms across his chest. "In my earlier days, when I was first appoint council adviser, one of my first missions was to escort a young Agent Kay to the selection process of MIB on 'Threshold'. Even then I could tell that he was something special, even without the special tech and training. We call MIB in for special operations and these are _not_ normal times. We're talking about the real possibility of total annihilation of the galactic federation and perhaps the entire galaxy Agent Elle. How many people did we lose in the battle above? How many planets have already fallen to the Hoon'tak? How many will fall if they gain control of Earth?"  
It was a rhetorical question.  
"For what it's worth I'm sorry for the responsibility we place on you. But here's the truth, maybe it's not nice, hell maybe it isn't even right, but if I could get my hands on a million MIB soldiers like you and Kay I'd take every single one of them, scars and all. As for this particular mission, yes, I believe the Helljumpers could get it done and if that's all we had I wouldn't hesitate to send them. But you both have a number of distinct advantages and taking this task on will free the Helljumpers to handle other things. Gods know there's plenty to do. The fact is we don't want to waste any more lives than we have to. Our decision stands."

Elle nodded stiffly. This was the hardest part of the job, following orders you didn't agree with. "Sir yes sir. Then the Helljumpers will do everything they can to protect this base."

"Yes." Kimbli said tiredly. "I'm sure they will."


	18. Chapter 18

_Bio-Foam-_ _A self filling coagulant, antibacterial, tissue regenerative polymer developed and used by the UNSC as a form of first aid. The foam is sprayed in from a canister into an open wound, the foam expands filling the shape of the wound and stopping further blood loss._

 _ _OoOoOoOoOoOoOoOoOoOoOoOoOoOoOoOo__

 **Kay's and Elle's Pov**

The Pelicans swept over the glittering sea, past over a line of gently breaking surf and flew parallel with the beach. X saw the structure up ahead, a hand land beyond and a whole lot of Hoon'tak troops running around in response to the sudden and unexpected arrival of two UNSC dropships. X fought the urge to trigger the Pelican's 70mm chain gun. He'd used the last of his ammo on the last pass.

He keyed open the master channel. "The LZ is hot, repeat, hot." X emphasized. "Five to dirt."

Kay and Elle stood next to the open hatch and waited for X' signal.  
"Touchdown! Hit it soldiers!"

They were the first to step off the ramp, their boots leaving deep impressions in the soft sand.  
They both paused for a quick look around, then started down to the point where the enemy waited. No sooner had the last member of the twenty personnel landing party composed of ten Sangheili and ten Yuitja warriors disembarked than the Pelicans were airborne once more, and flying up and away. X silently wished them luck and prayed that they came back safely.

Particle fire stuttered down from the top of the rise as the soldiers advanced up the sandy slope, careful to fire staggered bursts, so the entire group didn't wind up reloading at the same time. The agents ran forward, added their fire to the rest and sent a group of Hunters sprawling to the ground. The Hoon'tak forces were outmatched by the skilled warriors and the Allie attackers waited no time cutting them down. The whole fight lasted only ten minutes.

Time to get moving. Kay reviewed the mission objective as Elle surveyed the LZ. They were to find a secure Hoon'tak held facility, some kind of control room, which the enemy had already captured, find the weapons cache and destroy it.

The Hoon'tak called the sight 'Orbis renasci Gen.', which roughly translated to 'Let the world be reborn from Genesis', which would presumably pinpoint the location of the weapons stash. Lopez had been very adamant about the urgency of this mission's success.

"If the Hoon'tak find the weapon stash before we can destroy it, then the Allies and the Federations are done for." Elle said over their private com.

"Then we get there first." Kay replied

Maybe they had a good chance of figuring out where the hell where the weapons were or even what they were. All they had to do was take it from the entrenched enemy.

The agents heard a burst of static followed by X's unusually cheerful voice and his and four other Pelicans swooped back into the LZ area. "This is X inbound. Did someone order some Warthogs?"

Elle smiled and said, "I didn't know that you made house calls X."

He chuckled. "You know our motto, 'we deliver."

Kay and Elle waited for the dropships to deposit the LRVs on the beach, saw a Yuitja jump on board and take shotgun. "Ready 'en you are MIB."

Kay took the wheel and Elle took the turret on the back. He put his foot on the accelerator, and shot out from under the vehicle's tires and the 'Hog' left parallel tracks as it raced along the edge of the beach. They rounded the headlands in minutes and entered the open area beyond. There was a scattering of trees, some weathered boulders and a swath of green cover.

"Firing!" Elle called and pulled the trigger.

Kay saw Hoon'tak troops scurry for cover, steered right to give the three barreled weapon a better angle and was soon rewarded with a batch of dead Chasers and a badly mangled Stalker.

Kay drove the Warthog uphill, turning to avoid obstacles, careful to maintain the vehicle's traction. It wasn't long until the squad neared the top of the slope and spotted the massive structure beyond. The top curved downward, cut dramatically in and gave way to a flat area where a Hoon'tak drop-ship had been docked. The structure seemed almost like a giant creature with its organic curves and stretches.

It appeared the aircraft had just finished loading, it backed out of its landing zone, swung out toward the ocean and quickly disappeared. The noise generated by its engines covered the sound made by the Warthogs and provided the defenders with something to look at.

Elle tracked the aircraft but new better than to open fire and attract unwanted attention. The area beyond was crawling with Hoon'tak troops.

" 'Nyone else see 'at I see?" The Yuitja inquired. " 'Ow do we get 'round that?"

Kay killed the 'hog's' engines, motioned for the others to stay where they were, he got out and eased his way up to a point where a fallen log offered him some cover. Drawing his sniper, took aim and opened fire. Four Chasers and a Hunter fell beneath the quick barrage of gunfire.  
The response was instantaneous as the surviving troops ran for cover and a series of particle blasts blew chunks of wood out of the protective log.

Confident that he had whittled down the opposition to a more manageable size, Kay eased his way back to the LRV and got back into the driver's seat. The soldiers waited to see what he would do next.

"Check your weapons." He advised, as he hit the ignition and the large engine roared to life. "We have some cleaning up to do."

"Rodger that." Elle said grimly. "It looks like we have KP duty again."

There was no telling what the Hoon'tak troops expected the Allies to do, but judging from the way they ran around screaming, the possibility of an old fashioned frontal assault just hadn't occurred to them.

The senior MIB aimed the vehicle for the front of the complex, spotted a tunnel that extended back toward the face of the cliff and drove straight inside. It was a tight fit and the Warthogs wallowed a bit as the big off road tires rolled over a couple of dead Chasers, but the strategy worked. All 'Hog' turrets opened up on the Hoon'tak troops within and Kay ran one of them down. Then, once the inside of the hallway had been cleared, Kay parked the 'Hogs' where the Yuitja and Sangheili could provide him with fire support and he and Elle ventured farther in.

A series of ramps led down through darkened hallways to the chamber below. It was full of enemies. Elle tossed a frag grenade among them, both backed out of the way and sprayed the area below with bullets. The grenade went off with a satisfying wham and body parts and waves of green blood flew high into the air before thumping to the floor.

Zeeltore called through both their radios, "Don't let them lock the doors!"  
Too late. The doors they needed to push forward noisily flashed shut.

The agents polished off the last of the resistance, checked to confirm that the doors were locked and were already on their way back to the surface when the doctor's voice came over their radios.

"Zeeltore to Lopez..."

"Go ahead Doc. Have you found the control center?"

"Negative general. The Hoon'tak have impeded our progress. We can't proceed unless we disable this buildings security system."

"Understood." Lopez replied. "Use any means necessary to force your way through to the control room and find the weapons cache. Failure is not an option."  
The soldiers were already back in their 'Hogs' and halfway to the LZ when the general signed off. "Good luck MIB. Lopez out."

"If the front doors locked then we go around back." Elle said over the command freq.

That's what Kay figured too as the LVR rolled back the way it had come and pass the LZ. As they passed the Yuitja next to him exchanged playful insults with another warrior on the beach in their native tongue.

They had just rounded the bluff when Zeeltore called, "Look up to the right. There's a path that leads to the interior of the island." The doctor had no more than finished his sentence when Elle called out, "Enemies at two o'clock!" and opened fire.

Kay ran the Warthogs up the slope, allowed the M14 LAAG to handle the heavy lifting and positioned the vehicle so Elle could put fire on the ravine ahead.

He took a moment to check to ensure that both of his weapons were fully loaded, then he and Elle dismounted, charged up the ravine and took cover behind a large outcropping of rock. Ionized particles dissolved the stone near their heads and Elle snapped a quick shot in return. The Chasers snarled and dove for cover, as a pair of their team opened up on the MIB's position. Behind them a black armored Hunter urged them forward.  
Elle took a deep breathe.

"Time to go to work." Kay said.

They sprinted from the cover, his pistol's reports echoed through the narrow ravine and were followed by the resounding sound of her DMR.

The skirmish took mere minutes. His shield indicator pulsed in a warning yet again and they paused at the top of the ravine to allow it time to recharge. Elle's scope swept the area and noted the circular structure that dominated a small depression at the top of the ravine.  
Kay's shield had just begun a recharge cycle, feeding off the armor's copious power supply, when a pair of Krogans burst from their cover and lobbed fire at their position.

The first blast struck him square in the chest and sent him tumbling backwards. The second was stopped by a thick trunked log which Elle had quickly thrown, adrenaline rushing through her veins.

A trickle of blood pooled in the corner of his left eye. He shook his head to clear his blurred vision, a firm grip forced him up and out of the way as a third shot kicked up a plume of soil where he had just been seconds ago.

Elle threw a frag grenade, counted to three then she and Kay sidestepped to the right, firing all the way. She'd timed it perfectly. The grenade detonated and the explosion and flash of smoke briefly confused the aliens. But their rounds bounced harmlessly from their thick armor plates. In unison, the Krogans spun to face the two agents, their cannons glowing orange as they charged for another salvo.

Kay's grenade, which he'd thrown as he'd sidestepped detonated in their path and slowed the Krogan's advance. But they still fired through the smoke and the crash of their weapons thundered through the low ravine. The Krogans moved forward eager for the kill and capture that would land them a fortune and a shiny new ship, but realized too late that the agents had doubled back and closed in on them. Their weapons barked and tore into the gaps of their armor at close range. The Krogans screamed and died.

The agents followed the terrain as it gradually sloped back down to the West. They dealt with a brace of sentries, then located their objective, a way into the massive structure buried deep underground.

The MIBs saw a dark shadowed door, slipped through unnoticed and felt the gloom settle around them. Their eyes quickly adjusted to the darkness and they moved deeper into the structure, pausing only to feed fresh magazines into their assault weapons.

 **Wok'gagre's, Yes'kadan's Pov**

One level below, Wok'gagre listened intently. Someone(s) were on the way, the desperate radio traffic testified to that. It was two of the five MIB agents he had set out to kill, with the human spy's, U's, prize in tow. Dealing with them both would not only get him noticed by the higher ups but could even get him promoted.

But would they enter the trap? He had carefully seeded references to the control room into the stream of battle updates. If the Allies had tapped into their network then they would most logically send these powerful soldiers to find it.

Yes, the Hunter thought as his sensitive ears heard the scrape of two pairs of booted feet, two muted clicks as new magazines slid home and the subtle rasp of armor. It won't be long now.

Wok' looked left and right, assured himself that the Krogans were in position and withdrew to his hiding place. Others were present in the cargo area as well, including Yes'kadan and a team of Chasers.

 **Kay's and Elle's Pov**

The MIB agents hit the bottom of the ramp, saw the alien cargo boxes the populated the center of the dimly lit room and knew that damned near anything could be lurking among them. Something, instinct, caused Elle's heart to beat a little faster as they put their backs to opposite wall and began sliding forward.  
Something wasn't right.

Light filtered in through an ornate fixture which allowed both to see that there was an alcove to Elle's left. They eased in that direction, felt a cold weight hit the bottom of their stomachs as they heard movement and turned toward the sound.  
The Krogan rushed out of the darkness, intent on smashing Kay with his shield. A steady stream of 7.62mm bullets hammered its chest plate and slowed his rate of advance.

Wok' backed by 'Kadan and his team of Chasers chose that moment to emerge from the relative safety of the cargo hold. The Hunter was frightened, but determined to conceal it and raised his weapon. But the Krogan was in his line of fire.  
Then as if the firefight wasn't confusing enough, the second Krogan charged in, knocked into the Hunter and sent him spinning to the cold metal floor.

Yes'Kadan who found himself standing in the middle of the hold, was about to order a retreat when one of his subordinates, a Chaser named Lingin, fired his weapon. It was a stupid thing to do since there was no clear target to shoot, but that's what Chasers were encouraged to do when in doubt, shoot. Lingin fired and the particle bolt flew straight and true. Into the second Krogan's back and threw the alien forward causing him to collide with his brother.  
"Uh oh." 'Kadan muttered

The MIBs saw their opponents start to go down, shot the first through the throat and finished the second with two controlled bursts through his spine.

 **Wok'gagre's, Yes'kadan's Pov**

No doubt stunned by the enormity of his error and terrified regarding the potential consequences, Lingin was still backing away when the female human raised her weapon and fired. Yes'kada felt Lingin's blood spray the side of his face and he tripped over his own feet, fell over backward and used his hands to push himself back into the shadows.

A hand grabbed a hold of his armor, jerked the Chaser deeper into the cargo hold and held him in place.  
"Silence!" Wok' instructed. "This battle is over. We must live to fight again."

That sounded very good, maybe the most sensible thing he'd heard in a hundred units, so 'Kadan held his breathe as the humans walked through the cargo hold. He briefly wondered if there was some way he could get a transfer back to a normal front line unit. To the lowly Hoon'tak trooper, such an assignment seemed considerably less dangerous.

 **Kay's and Elle's Pov**

Both of their nerves on edge, fully expecting another attack, they circled the room. But there was nothing else for them to deal with but their own twitched and the heavy silence which settled over the room.

"Nice job Laurel." Kay thanked her. "We need to head out of the cargo bay. The control room lies just beyond."

Elle followed Kay down a hall and into a room that featured a small constellation of lights floating on a screen at the very center.

"Use this holo-panel to shut down the security and enter into the main complex." Zeeltore directed. Kay hurried to comply.

"Good!" The doctor exclaimed. "That should open the door that leads to the main shaft. Now all you have to do is find the main controls and the map to the weapons cache."

A door just beyond them opened to a dark hall.

"Right." Elle replied. "That and avoid capture or worse in unknown territory, already held by the enemy. Sounds easy enough."

Kay nodded and commed their soldiers that the way was clear but to be on guard.

The six remaining Sangheili and four Yuitjas made their down to the MIBs position and they continued down the dark hall.  
The orange glow of an Incinerator Cannon appeared in Kay's peripheral vision and called everyone to turn toward the enemy to quickly cut him down. But they ran out of time, the squad had just turned their direction when the particle blast struck the ground centimeters in front of them. All twelve of them were thrown back from the force of the blast.

Kay scrambled to his feet and looked up in time to see a Krogan drop down from the structure above, absorb the shock with its thick knees and move forward. Elle and the soldiers were back on their feet by then.

Elle took aim, but the younger Yuitja hunters, who'd never seen a Krogan before, gone head to head with one yelled. "Come warriors! Let's take this bastard out!"

Elle shouted, "No! Fall back!" and turned to trade a laser cannon for her DMR with one of the Sangheili. Even as she barked the order, she knew there simply wasn't enough time.

Another well veteran Yuitja would have been able to dodge out of the way in time, but the young bloods didn't have a prayer.  
The distance between the Krogan and the Yuitjas had closed by then and they couldn't disengage in the close quarters. The younger of the two threw a grenade, watched it explode in front of the oncoming beast and stared in disbelief as the enemy kept on coming. The Krogan charged right through the flying shrapnel, bellowed some sort of war cry and lowered a thick shoulder.

The young blood Skia'moa was still firing when the huge shield hit him, shattered half the bones in his body and threw what was left onto the ground. The Yuitja remained conscious however, which meant he was able to lie there and watch as the Krogan lifted its boot into the air and bring it down on his face.

Elle had the laser up on her shoulders by then and was just about to fire when the other young Fasu'moa screamed something incoherent with rage at the loss of her brother, dashed into the line of fire and blocked her shot. Elle yelled at her to hit the deck and was moving sideways in an attempt to get a clear line of fire when the Krogan blew a hole the size of a dinner plate through her chest.

Elle fired and a beam of bright red energy whooshed for the enemy. With surprising agility, the massive alien hunched and sidestepped and the laser beam skimmed past him, hitting the wall behind and drilling a deep hole. The Krogan then charged.

Kay and Elle stepped back. She knew there wouldn't be enough time for a full charge and that half charge would have to fly straight at close range. Soon the Krogan filled her sighs completely. Was the target too close? There wasn't time to check. She pushed the button and a second beam of energy streaked ahead.  
The Krogan couldn't dodge this time, he tried to drop out of the way, to no avail. The high energy pulse hit the very center of the Krogan's chest armor, blew through his torso and severed his spine. There was a mighty splash as the alien fell face first into the puddle of its blood.

Elle took a moment to listen. A distant howl of anguish echoed through the hall, issued from the other Krogan who could already smell his brother's blood.  
Serve's you right, she thought. You only lost one brother. I've lost so many of mine.

She felt an aching pang for the young bloods who were of the same clan as Scar, as the same clan she had been welcomed into. She should have anticipated the attack, should have briefed everyone about the possibility of Krogans, and should have reacted more quickly. All of which meant that it was her fault that the young bloods were dead. More rosary beads.

"That wasn't your fault." Kay said gently. "Now everyone be careful, there's another Krogan up ahead."  
The words were like a bucket of cold water in the face. Mental combat, that's how Lopez had referred to it, always stressing the importance of a cool head.

Slowly, methodically, Elle and Kay worked their way down the hall, killing the remaining Hoon'tak soldiers with machine precision. The small groups of Chasers were nothing, the real challenge waited ahead.  
The Krogan heard the firing and knew they were coming. With rage, sorrow and self-pity the alien fired his cannon again and again, as if to obliterate them by the weight of his barrage.

Elle made good use of the cover and inched her way forward.  
The Krogan saw her and attempted to fire, but the cannon hadn't recharged since the last shot. That left the agent free to fire, which she did. The laser hit the Krogan in the head and blew it off. Orange blood fountained straight up, splashed the walls and floor and splattered his corpse as it collapsed.

She paused and handed the laser back, taking back her original DMR.  
This didn't change anything though. The young bloods were still dead, would always be dead and nothing would change that. Was it fair that she remained alive? No, it wasn't. But all she could do was accomplish what they wanted her to do. Forge ahead, end this war, and make their deaths count for something. With that thought in mind, Elle, Kay and remaining soldiers continued on through the halls, both MIB agents still slick with Hoon'tak blood from their battles.  
They turned down another ramp, proceeded to the lower level and passed through another set of doors. They moved into the bowels of the structure. From the outside, the spires stood several stories high, which was misleading. The interior of the structure plunged deep into the surface of the planet.

They wound down a curving ramp. The air was still slightly stale and the thick pillars that entered from above made the room feel like a crypt. They slipped through heavily shadowed rooms, padded down spiral ramps, passing through galleries filled with strange forms. The walls and floors were made of the same burnished, heavily engraved metal that they'd encountered in the interior of Blue Base. They clicked on their lights and noticed new patterns in the metal, like swirls in metals, as if the material were some kind of metal-stone hybrid. The tomb like silence was shattered by the squalling of several Chasers and Stalkers.

There was opposition, plenty of it, as the Allies were forced to deal with dozens of Chasers, Stalkers and Hunters.  
"I think someone is tracking our progress and has a pretty good idea of where we're headed." Elle said over her com.

"No kidding." Kay replied dryly as he shot a Chaser and stepped over its body. "I just hope we reach the control room before we run out of ammo."

"Your close." Zeeltore replied, as he'd been listening in. "But be careful. There's bound to be more Hoon'tak ahead."

Both agents took the doctors counsel to heart. They hoped to find a way to bypass whatever the Hoon'tak had in store, but that wasn't to be. As the Allies entered a large room, they saw two Krogans and a pack of Stalkers had been assigned to guard the far end of it. Kay ordered the remaining soldiers to remain hidden and focus fire on the Stalkers. Elle slung her DMR and readied the laser cannon.

One of the bulky aliens spotted the intruders and bellowed a challenge. The Krogan was already in motion when the laser flashed across the room, struck him in the side and tore him in half. The second Krogan howled and fired his cannon. Kay swore and then both agents dove as an off target particle blast hit the ground.

Kay turned hoping to put the second enemy in his sights but the Krogan lunged forward and the deadly arm shield raked across his already beaten armor.  
Kay grunted in pain as the razor edge of the shield slammed through his armor's shoulder joint. He felt a sickly tearing as the meat of his arm parted beneath the scalpel sharp shield. He spun and the edge of the shield snapped free. Kay felt a rising sense of frustration as he switched to the assault weapon and used his greater mobility to circle behind the alien. Then he had it, a glimpse of unprotected flesh and the opportunity he needed. He put a quick burst through the enemies back and spun away. Elle threw three frag grenades. One scored a direct hit, sprayed the walls with chunks of Krogan flesh and brought the firefight to an end.

Zeeltore who had been forced to watch to listen as his friends and co-workers fought for their lives felt a sense of relief. Somehow against all odds his friends had come through again, but it had been close, very close and Kay was still in something akin to shock, their backs pressed to the walls, their vital signs badly elevated.

The Zeklom hesitated as he processed the dilemma. It was difficult to balance the need to move ahead and complete the mission, with his own concern that he might push them both to hard and endanger their lives further. But before he could say something anything, Kay interrupted.

"Alright, it's time to finish this mission."

Working carefully so as not to walk into an ambush, Kay called the soldiers forward and left the large room and a downward slanting ramp. He sat in a corner, satisfied that the area was reasonably secure, disengaged the soldier plates of his armor. Elle kneeled down to take a better look. The wound was ragged and blood flowed freely. Kay could ignore the pain but the blood loss would take its toll and jeopardize his life. She dug into her equipment and drew out a medi-kit. She quickly cleaned the wound, sprayed a stinging puff of bio-foam into the gash, and then applied a quick adhesive dressing. In minutes they all had eaten a quick ration, popped a wake-up stim and moved on.


	19. Chapter 19

**Wok'gagre's Pov**

Wok'gagre had entered the warship via the ship's main gravity lift, had taken a secondary lift up to the command deck, suffered through the usual security check and had been shown into the council chamber in record time. All of which seemed quite appropriate until he entered the room to find that only a single light was on and it was focused on the spot where visitor were expected to stand. There was no sign of Gresh'nog, of Alpha, or of to the Hunter which he'd met but never learned their name.

Perhaps they had been delayed, there had been a scheduling error, or some other kind of bureaucratic error. But then, why had he been admitted? Surely the staff new whether there was a meeting in session or not.

The Hoon'tak soldier was about to turn and leave when a second spot light came on and Gresh's head appeared. Not attached to his body the way it should have been, but sitting on a gore drenched pedestal, staring vacantly into space.  
Another spotlight dawned upon Alpha, sitting in his chair, legs crossed, robotic arms folded on his chest, his eye and optic glowing dangerously. He gestured toward the head.

"Sad, isn't it? But discipline must be maintained." Alpha made a fearsome gesture towards Wok'. "This planet is old, extremely old, as are its secrets. Curses really, which the Engineers left for my species to stumble upon, knowing that we would destroy ourselves. This is the danger that the Hoon'tak have stumbled upon, things which Gresh' promised to keep contained, but failed to do so. Now with the Federation blundering about, his failures have been amplified. Powers have been released and it is now necessary to shift a considerable amount of strength to the process of regaining control. Do you understand?"

Wok' didn't understand, not in the least, but had no intention of admitting that. Instead he said, "Yes commander."

"Good." Alpha said. "Then that brings us to you. Not only were your most recent efforts to trap agents Kay and Elle a total failure, they went to neutralize part of the plant's security system, are finding their way to the control room as we speak and will no doubt use it to cause even more trouble. So," Alpha added conversationally. "I thought it might be instructive for you to come here, take a good look at the price of failure and decide whether you can afford the cost. Do you understand me?"

Wok' gulped and nodded. "Yes commander, I do."

"Good." Alpha said smoothly. "I'm overjoyed to hear that. Now, having failed once and having determined never to do it again, tell me how do you plan to proceed? If I like the answer, if you can convince me that it will work, then you will leave this room alive."

Fortunately Wok' not only had a plan, but an exciting plan and he was able to convince Alpha that it would work.  
But later, after the Hunter had rejoined Yes'kadan and the two of them were leaving the ship, it wasn't a vision of glory he saw, but Gresh's vacant stare.

 **Yes'kadan's Pov**

Yes'kadan lay next to a pile of wreckage and waited to die. Like most of Wok's ideas, this one was totally insane. After failing to kill the MIB humans, Wok' had concluded that the elusive enemies must be in the top of the captured Butte. Or, if not on the butte, then coming and going from the butte, which was the only base the Allied Federation had established.

The butte was also a strong point that the higher ups would very much like to have back. The only problem was that Wok' had no way of knowing when the MIB agents were there, how many were there and when they weren't, because while taking the butte would be something of a coup, doing so without killing the humans might or might not be sufficient to keep their heads on their shoulders.

So, having given the problem extensive thought and aware of the fact that the Allied Federation did take prisoners, the Hunter Hoon'tak came up with the idea of putting a spy on the butte, someone who could send a signal when the target was in residence, thereby triggering a raid.

But who to send? Not him, since it would be his role to lead the attack and not some other Hunter, because they were deemed too valuable for such a dangerous scheme, nor could they be trusted not to steal the glory of the kill, especially given increased demands associated with countering the strength of their kill and capture.

That suggested a lower member of the Hoon'tak force, but someone Wok' could trust. Which was why 'Kadan had been equipped with an appropriate cover story, enthusiastically beaten up and laid out next to a wrecked Ray which a transport had dropped in during the hours of quiet.  
The final scene had been established just prior, which meant the Chaser had been there for nearly five whole units. Unable to do more than flex his muscles lest he unknowingly give himself away. 'Kadan silently cursed the day he 'rescued' Wok'gagre. Better to have died in the crash of the Allied vessel.

Yes, Wok' swore that the Allies took prisoners, but what did he know? Thus far, 'Kadan had been unimpressed with Wok's plans. 'Kadan had seen Allied soldiers shoot more than one downed Hoon'tak during the battle on the 'Valiant' and saw no reason why they would spare him. And if they discovered the signaling device that had been incorporated into the heel of his boot?

No, the odds were against him and the more he thought about it, the more the Chaser realized he should have run when he had the chance. Taken what he could, headed out onto the surface of the planet, and sought shelter with the other deserters who lurked there. The dignity of his eventual starvation had considerable appeal.

It was too late for that now. 'Kadan heard the crunch of gravel, smelled the musky, unpleasant meat odor he had come to associate with humans and felt a shadow fall over his face. It seemed best to appear unconscious, so that's exactly what he did. He fainted.

 **McKay's Pov**

"It sounds like he's alive." McKay observed, as the Hoon'tak took a breath, his chest heaved in response. "Check for traps, free that leg and search him. I don't see much blood, but if he's leaking plug the holes."

McKay recovered two saddle bag style containers from the wrecked Ray, one of which contained some clothes wrapped around what she took to be rations. She sniffed the tube of bubbling paste and winced. It smelled like old socked wrapped in rotting cheese.

She stuffed the alien food back into its pack and investigated the second. It held a couple of Hoon'tak memory blocks, brick shaped chunks of some super condensed material that could store who knew how many gazillion bytes of information. Probably a kilo's worth of bullshit? Yes, probably, but it wasn't for her to judge. Douglas loved this kind of crap and he would have fun trying to sort it out. If they were lucky, it would distract him from quoting the James Douglas of Douglas for a few precious minutes. That alone was almost worth recovering the devices.

 **Wok'gagre's Pov**

As the humans got back in their vehicles and went up over the pass, Wok' watched from a carefully camouflaged hiding spot on a neighboring hill. He felt a thrill of vindication. The first part of his plan was a success. The second phase, and his inevitable victory, would follow.

 **Kay's and Elle's Pov**

Finally after having battling their way twisting passages and maze like rooms Kay, Elle and the five remaining soldiers opened still another hatch and peered inside. Kay saw a winding ramp going down four stories to a large structure below.

"The control center is located at the bottom of this structure." Zeeltore said.

They glanced over the edge and spotted a group of twelve Chasers and five Stalkers dozing below, unaware of the carnage outside. Both MIBs threw a frag grenade each. The ping of them landing startled a dozing Hoon'tak, he spotted nothing immediately wrong and tried to go back to sleep. The resounding double explosions killed all but six Chasers and two Stalkers, the rest were taken out rather easily with assault fire over the high angle. They made their way down.

At the bottom of the ramp, they paused and allowed Kay's long suffering shoulder a rest. He stepped over the body of Chaser and loaded his last clip into his assault rifle.

A huge door fronted the bottom level. There was no way to tell what waited on the other side, but it wasn't likely to be friendly.  
"What's the plan?" Elle asked.

"Simple. Run." The MIB took a deep breathe, hit the switch, spun on their heels and ran.

It was about twenty meters back to the enemy turret and they covered the distance in seconds. Elle killed the driver and Kay took the controls. The doors open and a horde of Hoon'tak soldiers poured out. The turret was thankfully up to the job. Just quickly as they appeared, the enemies died.  
Abandoning the gun, both MIBs and their soldiers entered deeper into the structure, took the time to deal with the stragglers and activated the next set of doors.

"Scanning." Elle said. "All Hoon'tak forces in the area have been eliminated. Nice shooting. Now let's get to the control center."

They made their way through the doors and into an immense room. Gleaming holographic screens hugged the sides and corners, in the center of the room was a moving holographic model of the gas giant, the small grey moon in orbit around it and suspended between the two was the shining orb of the Genesis itself. Father back closer to the wall, was another model of the planet, this one hundreds of meters across, displaying a detailed map of the terrain of its surface as the orb rotated.

"This is it...the control center of every on planet installation." Zeeltore said as the Allies approached the large panel. "That planetarium terminal." The doctor said. "Try there."

Kay pulled out the chip in the back of his helmet that contained all of Zeeltore's programs and inserted in into a universal port. A moment later his hologram appeared over a holo-panel. Data scrolled passed him at an alarming rate, but he seemed alight with fascination.  
"Are you alright Doc?" Kay inquired after a moment.

"Never been better." He confirmed. "You can't imagine the wealth of information here. It's glorious."

"So?" Elle asked. "What sort of weapons instillation are we looking for?"

Zeeltore gave a confused look.

"Let's stay focused doc," Kay responded. "Where is the weapons cache and how do we destroy it quickly."

Realization came back to the doctor's eyes, he moved back and forth as he scanned through the tidal wave of data he now accessed. A puzzled look flashed across his face.  
"Engineers," He muttered. "Give me a moment. Yes the Engineers built this place, what they called a stronghold world, in order to..."

Both agents were now very concerned, they had never seen the doctor lose focus on an objective once he'd set his mind to it and were about to ask him if he was alright once more when he spoke again. Plainly alarmed, his voice had a hesitant quality.

"No that can't be- those Hoon'tak fools, they should have known, there must have been signs."

They frowned.

"Slow down Zeeltore, your losing us."

Zeeltore's eyes widened in horror. "The Hoon'tak found something, buried in this planet, something horrible. It's not a weapons cache they were looking for. Now their being destroyed by the very thing they've awoken."

"Something buried?"

Zeeltore looked off into the distance as if actually seeing something. "The captain-the team, we have to stop them. C team that never responded back. The weapons cache they were looking for, it's a prison, we can't let them get inside."

"We don't understand."

"There's no time!" Zeeltore said urgently.

 **Elsewhere**

At that very moment, a few clicks away from the butte a marine emerged from a subsurface underground shaft and felt the moonlight hit his filthy, ravaged face. Well not really his face, not even his body anymore. Private Peter J. Weyland had been 'sharing' his physical body with an entity he thought of as 'the other'. No he wasn't sharing, he belonged to the creature lying in his chest and the larger ones herding him forward.

The larger creatures were a jet black with sleek features, long bladed tails, and elongated cranial skulls. They seem to possess only one instinct to kill. Though this did not seem to apply to him, in fact they kept him at the center of their 'pack'. As if they were trying to protect him.  
No, they were only using him to incubate another of their siblings before it would burst forth from his chest and kill him, like the others.  
The thing within him didn't even seem to take notice of him, it moved only on occasion, as if adjusting itself into a more comfortable position within. He was simply a means to an end, an expendable factor in their life cycle. So they had two instincts kill and multiply.

Now as the collection of creatures emerged to walk across Genesis's surface, Peter knew that wherever the pack was headed, it was close to living beings, to kill and breed.  
His goal however, was considerably different.

The creatures allowed him a certain amount of freedom, they were animals after all.  
He was allowed to drink when water became available in the environment and allowed to walk anywhere inside the immediate pack. If he strayed too far, even a little, the creatures would growl and hiss and bite at his limbs, or even sometimes used their six fingered hands to force him back. They were strong and fast, he'd seen what they did to a Hoon'tak scouting party unlucky enough to come across them. The creatures could climb on walls and ceilings and jump remarkably high. Even with the threat of Hoon'tak, two of the creatures always remained in the shadows to guard him. The Hoon'tak that weren't immediately killed for food were restrained and a swarm of the small spider like creatures that had been following ahead and sometimes behind, latched onto their faces, becoming hosts, no incubators for more siblings. Yes, they were animals, but they were organized.

Peter needed to escape, to warn others of the new threat, but the creatures were strong, their strength only match by their speed. He couldn't hope to fight them off or escape them by running. More than anything he wanted to get his hands on a grenade, a chance of destroying himself and the horrid thing within and escape the horror of each waking moment.

The creatures came to a hill, followed one of their siblings seemed to have caught a whiff of something and soon started to climb. The others, with Peter in tow, tagged along behind.


	20. Chapter 20

_Thomas Lasky-_ _A young soldier for the UNSC, Lasky first began his carreer as a Private working under the command of General Lopez._

 _Facehugger-_ _The second stage of the Xenomorph life cycle following the egg, Facehuggers are parasitic carriers of a single Xenomorph embryo. They have eight finger like appendages used for gripping and powerful tail that it uses for grabbing a host's throat. Once attached to a host the embryo is implanted into the hosts lungs by a proboscis, there the embryo develops taking in some of it's host's DNA like a virus before maturing into a_ _Chestburter and leaving it's host.  
_

 _ _OoOoOoOoOoOoOoOoOoOoOoOoOoOoOoOo__

 **Elle's Pov**

When she'd arrived back, Lopez Zed and the others swamped her and Kay for details on the mission and what they found, apparently Zeeltore had phoned ahead and scared the living hell out of most of them. When the two agents had explained everything, Lopez cool headed as always took a drag on her cigarette, put it out beneath her boot and ordered both Kay and Elle to get an couple hours sleep while she tried to make contact with the missing team and put together a squad to go looking for them.

It was also decided that Zeeltore's program that contained all of his micro programs should remain in the control room, from there he had more information about the EMP field surrounding the planet and a better chance of shutting it down. Of course that meant hacking his way through dozens of Engineer firewalls, protocols and programs, so he would naturally be busy for a while.

Laurel had awoken an hour ago, ate a quick ration, stripped and reloaded her weapons and resupplied her pack.  
Metal rang under her boots as she jumped down off the last platform onto the huge metal grating floor. It shivered in response. The trip down from her quarters near the landing pads had taken nearly fifteen minutes. First, she'd taken a still functional lift down to the point where her and her Helljumpers had forced their way into the Butte back when the Hoon'tak still occupied it, then transferred to a circular staircase which wound its way to the bottom of the shaft and the barrier under her feet.

"Good to see you ma'am." A Helljumper appeared at her elbow. "Sergeant McKay would like to speak with you."

Elle nodded, said "Thanks." and made her way over to the far side of the grating where a few of her Heljumpers were gathered into a tight little group next to an assemblage of equipment that had been lowered from above. A portable work light glowed at the very center of the assemblage and threw huge shadows up onto the walls around them. Bodies parted as Elle approached, and McKay, who had her hands on her knees, jumped to her feet. "Ten-hut!"

Everyone came to attention. Elle noticed the way the long hours and constant stress had pared what extra flesh there was off their faces, leaving them gaunt and haggard.

"What are we all looking at over here? Not a cock fight is it?"

They all laughed.

"No ma'am, nothing that fun. Look at this." She directed a handheld light down through the grating and the officer knelt down to get a better look. The stairs, which had ended on the far side of the room, appeared to pick up again just below the grating and circled into the darkness below.

"Look at the metal," McKay pointed out. "And look what's piled up on the stairs below."

Elle looked and saw the thick metal crosspieces had been twisted out of shape and saw a large pile of weapons scattered below. Not human ordnance as far as she could tell, all unknown, but considering this was Engineer planet they could easily presume the weapons were Engineer made also, rusted and dusty with age. They must've been there for decades, thousands of years perhaps with the way Engineer technology lasted and the amount of rust crusting their frames. It looked as if someone had tried to seal up the grating above.  
"Well it looks like that who ever tried to make a stand down there." Elle mused.

"Yeah but no bodies or remains. Not even bones" McKay pointed out.

"You think they dropped their empty weapons and got the hell out?" A private asked.

"You mean after sealing up the grating in front of them?" McKay scoffed. "Doubt it."

"They could have left through the tunnels?" He suggested again.

"Lasky I know you're tired but get your head out your ass. There's no fire damage within the butte and all damage down under indicates they had their weapons pointed into the tunnel."

"She's right." Elle agreed. "They were trying to keep someone or something out of the butte. And by the sealed up exit and lack of bodies and dropped weapons they failed." She paused to examine the ancient blockade. "Strange, but an asset. McKay can I leave you to lock the back door?"

The Sergeant smiled. "Sure, want me to leave the porch light on too?"

Elle nodded. "Yeah. If the Hoon'tak want to try it, make sure there's a welcome mat laid out for them."

"You got it boss." She smiled and saluted.

Elle returned the gesture and began her trip back up to get ready for yet again another lift off.

 **X's Pov**

Echo 636's engines roared as the Pelican descended through the darkness and rain into the swamp. The surrounding foliage whipped back and forth in response to the sudden turbulence, the water beneath the transport's belly was pressed flat and the stench of rotting vegetation flooded the aircraft's cargo compartment as the ramp splashed into the evil looking brew below.

X was at the controls and his voice came over the radio. "The last transmission from the captain's ship was from this area. When you locate the captain and his team radio in and I'll pick you up."

Elle and Kay stepped down off the ramp, followed by their squad of ten including Scar and Rtas'Vadam, and immediately found themselves calf deep in oily water.

"Be sure to bring us some towels." Elle said sarcastically.

X laughed, wished them more good luck, fed more fuel to the engines and the ship pushed itself out of the swamp. Now, after X dropped his passengers into the muck, he sighed and started heading back to the butte to wait for the Evac call. More than anything he wanted this damn war to be over so he and Elle could go back to MIB and everything could get back to normal. But it didn't look like it was going to be soon.

 **Kay's and Elle's Pov**

Kay check his motion tracker, found nothing of concern and both started on their way. Elle kept her eyes sharp. 'Make friends with your environment.' That's what Scar had taught her years ago, back when she was a younger agent, and the advice had served her well. By listening to the constant patter of the rain, feeling the warm humid air around her and seeing the shapes natural to the swamp, she would know what belonged and what didn't. Knowing that could mean the difference between life and death.

Satisfied she was attuned to the environment around her and hopefully gained a better vantage point, she started to climb a rise where she noticed some branches snapped at an unusual angle. The payoff was immediate. The downed Pelican had gone less than sixty meters from the spot where X had dropped them off, but the surrounding foliage was so thick X had been unable to see the crash site from the air.

They moved in to inspect the wreckage. Judging from the appearance and the fact that there weren't many bodies lying around, the ship had crashed during takeoff, rather than on landing. The impression was confirmed when they discovered that while they were dressed in fatigues, all the casualties were Allies. That suggested that the drop-ship had landed successfully, discharged all of its soldiers and was in the process of lifting off when a mechanical failure or enemy fire had brought the aircraft down.

Satisfied that they had a basic understanding of what had taken place, they were about to leave when Kay spotted a shotgun lying next to one of the bodies, decided it might come in handy and slipped its sling over his right shoulder.

They followed a trail of boot prints away from the Pelican and towards the glow of portable work lights, the same kind of lights he'd seen around the Hoon'tak warship. The enemy was certainly industrious, especially when it came to stealing everything that wasn't nailed down.

As if to confirm his theory regarding Hoon'tak activity in the area, it wasn't long before they came upon a second wreck. A Hoon'tak drop-ship this time, the bow down in the swamp muck. Aside from swarms of moth like insects and the distant chirp of swamp birds, there were no signs of life. Cargo containers were scattered all along the crash site, which raised an interesting question. When the transport nosed in, were the enemy trying to deliver something, or taking material away?  
There was no way to be certain.

Whatever the case, there was a strong likelihood that the captain had been attracted to the lights, just as they had, followed them to the crash site and continued from there. With that in mind they lead the squad past a tree that stood on thick, spider like roots, followed a trail over another rise and spotted a lone Stalker. Without hesitation, Kay snapped the Sniper Rifle forward and brought the enemy down with a single shot. They crouched waiting for the inevitable counter attack, which never came. Curious. Given the lights, the crash site and the scattering of cargo, they would have expected to run into more opposition.  
A lot more.

"Where are the Hoon'tak?" Rtas' asked warily.

Elle shrugged. "Not sure, perhaps in the installation?"

But that didn't make sense either, they should've had a squad guarding the downed ship.

So then where were they? It didn't make sense. Just one more mystery to add to the growing supply. Elle hated mysteries. Something here just wasn't right. She put her senses on high alert.

The rain pattered against their helmets and armor and swamp water sloshed around their boots as they pushed their way through some foliage and suddenly came under fire. For a brief moment it seemed as if their latest question had been answered, that Hoon'tak forces were still in the area, but the opposition soon proved to be little more than a couple of hapless Stalkers who, upon hearing the sound gunfire, had come to investigate. As usual they came in low, trying to stay behind cover, so it was close to impossible to score a hit from directly in front of them.

The squad shifted position, found better angles and fired. One Stalker went down, the other rolled. They held their fire, waited for the enemy to stop, then cut him down.

The squad continued to work their way up the side of a steep slope and Elle spotted a Hoon'tak turret sitting on the top of the ridge. It commanded both slopes, or would have, had someone been at the controls. They all paused at the top of ridge to consider their options. One of them could jump on the turret, hose the ravine below and thereby let everyone know that they had arrived, or they could slip down the slope and try to infiltrate the area more quietly.  
They settled on the second option, silence would be their ally, and started down the slope in front of them and were soon wrapped in mist and moist vegetation. Not too surprisingly, a dot appeared on Kay's motion tracker. Rather than go around the enemy, they decided to seek them out. Kay slung his sniper and drew his shotgun, better suited for close up work. He pumped the side, flicked off the safety and moved in.

Broad variegated leaves caressed their shoulders, vines tugged at the barrel of their guns and thick half rotten humus of the jungle floor gave way under their boots as they made their way forward. A sleeping Chaser was quickly dispatched with the butt of Kay's shotgun.

Satisfied with their progress so far, the two agents raised their hands, the squad paused to listen. There was a gentle patter of rain on wide, welcoming leaves and the constant sound of the small party's own footsteps, but nothing more.

Confident that the immediate perimeter was clear, Kay turned his attention to the Engineer complex that loomed off to their right. Unlike the graceful spires of the other installations, this one appeared squat and vaguely arachnid.

They crept down to the flat area immediately in front of it. Elle decided that the entrance reminded her of a capital A, except that the top was flat and was bracketed by a pair of powerful floodlights. Was this what the captain had been looking for? Something caught her eye, a pair of eight gauge shotgun shells and a carelessly discarded protein bar wrapper tossed near the entrance.  
They must be getting closer.

Once they were through the installations door they came across a half dozen Hoon'tak bodies lying in a huge pool of congealed blood. Struck once again by the absence of serious opposition, Elle knelt just beyond the perimeter established by the blood and peered at the bodies. Had the Allies killed them? No. Judging by the nature of the wounds it appeared as if the enemy had been torn apart by multiple jagged blades. Friendly fire perhaps? Allies armed with blades, knives and swords? Maybe, but neither explanation really seemed to fit. Perplexed she stood, took a long slow look around, shared an equally confused look with Kay, then pushed deeper into the complex.

In contrast with the swamp outside where the constant drip, drip, drip of rain served to provide a constant flow of sound, it was almost completely silent within the embrace of the thick walls. The sudden sound of machinery startled them and the entire party spun around with weapons at the ready. Summoned by the unknown mechanism, a lift surfaced a few feet in front of them. With nowhere else to go the party stepped aboard.

The platform carried them downward deeper into a lower chamber, there was a screech of tortured metal as the lift came to a stop. They jumped down off the platform to check the surrounding area. Still looking for clues as to where the captain and squad might have gone, Kay conducted a quick sweep of the room. It wasn't long until he picked up some pulse grenades, a couple of cargo containers, went around a corner and found the bodies. Two Allies, both killed by ionized particles, their weapons missing.

Kay cursed under his breathe. The fact that both dog tags had been taken suggested that the captain and his team had run into the Hoon'tak, probably what was the rest of the investigation force from the crashed ship, the captain's team had taken casualties and pushed on. Certain he was on the right trail, Kay and the rest of the team crossed the trough like depression that split the room in two and was forced to step over and around a scattering of Hoon'tak bodies as they approached a hatch. Elle would have liked to examine the bodies and their wounds, something didn't sit right with her, but that wasn't her mission and every second they used not looking they risked not finding the captain or his team.

Once through the opening they negotiated their way through a series of halls, all empty but painted green with Hoon'tak blood. Finally just as Laurel was wondering if they should turn back, they entered a hall and found themselves face to face with a fear crazed marine.  
His eyes jerked from side to side, as if seeking something hidden within the shadows and his mouth was twisted into a horrible grimace. He had a pistol, which fired at a shadow in the corner.

"Stay back! Stay back! You're not using me to make more of those things!"

Kay raised a hand palm out. "Put the weapon down Marine, we're on the same side."

But the marine wasn't having any of it and pressed his back against the wall. "Get away from me! Don't touch me you freak! I'll die first!"

The pistol discharged. Kay felt the impact as the 12.7mm slug rocked him back onto his heels and decided that enough was enough. Before the marine had time to shoot again Kay snatched the Magnum out of his hand.  
"I'll take that." He growled. The marine leaped to his feet, but Kay planted his heels and firmly shoved the soldier back to the floor.

"Now," he said. "Where is the captain and the rest of your unit?"

The marine turned fierce, his features contorted, spittle flying from his lips. "Find your own hiding place!" He screamed. "The monsters are everywhere! God, I can still hear them! Just leave them alone."

"What monsters?" The MIB asked gently. "The Hoon'tak?"

"No! Not the Hoon'tak. Them!"

That was all Kay could get from the crazed soldier. "The surface is back that way," Kay said pointing to the door. "I suggest that you reload this weapon, quit wasting ammo and head topside. Once you get there hunker down and wait for help. There will be a dust off later on. Do you understand me?"

The soldier accepted the weapon but continued to blather. A moment later he curled into a fetal ball, whimpered, then fell silent. The man would never make it out alone.

Kay ordered one of their Yuitjas to escort him back to the surface. The reptilian alien had ended up throwing the marine over his shoulder and carrying him out kicking and screaming incoherent threats.

One thing was clear from the marine's ramblings, assuming that the captain and his troops were still alive, they were in deep shit. That left both agents with little choice, they had to put the greatest number of lives first, that meant risking his, Elle's and the rest of their party to continue searching.  
Slowly, reluctantly, they turned to investigate the rest of the hall. The remains of a badly damaged ramp led up over a small smoking pile of shrapnel toward the walkway of the furthest level. Kay felt the heat wash over him through his armor and stepped over a dead Hoon'tak and he and the rest of the party made their way into a circular gallery. From there they proceeded through a series of doorways and mysteriously empty rooms, until they arrived at the top of a ramp where a dead Allie, a Jee'Dangian, and a large pool of blood caused them to pause.

In the lab Elle had seen a great diversity of injuries and wounds, the wounds of this dead soldier confounded her greatly and she bent down to examine it better. There were bruises around the neck of the soldier and Elle would have been satisfied with saying that the Jee'Dangian was strangled to death as it wasn't too farfetched to think the primitive Hoon'tak from such feat, but the gaping hole in his chest demanded a different mode of death.  
A Hoon'tak wouldn't go to the trouble of strangling the soldier just to punch his chest in, and on further examination the ribcage was bent outward not inwards like a normal entry wound. Then there was the strange cuts on its face, almost like scratches fingers, his own. She came to the conclusion that the Jee'Danigian was not killed by the Hoon'tak, which meant there was something else in here, something deadly.

Elle had learned long ago to trust her instincts and they nagged at her now. Something felt wrong. The area was quiet, with only the hollow booming of machinery disturbed the otherwise perfect silence. They were close to something, she could feel it, but what? She shared a very worried glance with Scar. He was thinking the same thing. There was only one known species they could think of that produced these sort of wounds and she was praying, begging every deity in the universe she knew to be wrong.

The party descended the ramp, arrived at the level spot on the bottom and saw the entry hatch to their left. Weapons at the ready they cautiously approached the metal barrier. Kay gave her the go ahead to open it. It took her only a moment to get the controls to undue the lock down. The door slid open and dumped a dead Sangheili into her arms. Elle felt her pulse quicken, as she bent slightly to try and catch the body before she and it crashed into the ground.  
Kay and Rtas' rushed forward to help remove the body off her as the others covered the room beyond. Nothing.  
Kay helped her to her feet and they all reformed and stepped forward.  
Damn it, it felt like eyes were boring into them from all directions. Someone or something was watching them. They entered into the room and the door slid shut.

Kay looked down at the sound of a metal clang, the toe of his boot had hit an empty shell casing which rolled away. That's when they realized there were thousands of empties, that they very nearly carpeted the ground which on a closer look was literately painted with blood both human, Jee'Dangian and Covenant. So much blood in fact that Elle could have easily filled the captain's team with multiple transfusions, but not a single body except for the one that had fallen on Elle.

Kay noticed a UNSC helmet and went to pick it up. A name had been stenciled across the side. Weyland.  
A vid cam was attached, the kind worn by the typical combat team so they could critique the mission when they returned to base, feed data to Intel officers and on occasions like this provide investigators with information regarding the circumstances surrounding their deaths.  
Kay removed the camera's memory chip, slotted it into his own vid-cam and watched the playback.

The picture was standard quality, which meant pretty grainy. The night vision setting was active, so everything was sickly green, punctuated by white flares as the camera panned across a light source. The picture bounced and jostled and intermittent spots of static marred the image. It was pretty routine stuff at first, starting with the moment the doomed drop team touched down, followed by their trek through the swamp and their arrival in front of the arachnid-shaped structure.

Kay fast forward and the video became more ominous after that, starting with the dead Hoon'tak and growing even more uncomfortable as the team opened the final door and went inside, not just any door though, but the same door which they had just entered.

At this point Kay was tempted to kill the video, order his team to back their way through the structure and scrap the mission, but forced himself to continue watching as one of the Marines said something about 'a bad feeling'. A badly garbled radio transmission came in, odd rustling noises were heard and dozens of things skittered into the room, but Kay couldn't make out what they were in part due to the grain quality and in part that the owner of the camera was turning his head too fast and was unable to capture a good shot. That was when the screaming started, when Kay heard the captain say they were 'surrounded' and saw the picture jerk as one of the blurry things launched itself at Weyland's face and throw the helmet away and the video snapped to black.  
They were very worried about the unknown creatures that could be anywhere. Kay was about to order in a full retreat when Scar roared something in his native tongue. Elle went over to see what he'd found. It was an assault rifle, she went to pick it up, but as she lifted it a great trail of slime coated its underside and stuck to the floor. That was all the evidence needed.

There was no mystery as to what happened to the missing team and captain or of what had done it.  
Kay looked at Elle, she looked halfway between frightened and terrified but managed to keep a steady face and a steady gun. Kay new perfectly well where this fear stemmed from.

"New mission," Kay said. "Get back to base and evacuate the planet."

She'd already moved to the door and was searching for the control hatch, but there wasn't one, not on this side. The door wouldn't, didn't open from this side, something to which Elle and Kay knew meant trouble. It caused rocks to form at the bottom of their guts.

As Elle stood there, gripped with a growing sense of dread, she saw a flash of pale flesh from the corner of her eye. She turned to face it and that was when she saw one, then five, twenty of the spider like creatures, Facehuggers skitter into the room drawn by their exhaled carbon dioxide, pirouette on their 'finger' tips and launched their way.

The party opened fire on the ugly looking creatures. Those which were closest burst with acid blood that burned through the shell casings but stopped at the acid proof flooring, but there were more and they ran toward them over the floor and leaped from the walls.  
A dark carapace suddenly entered into what little light there was and Elle recognized the ugly form of a drone caste. Two more emerged from the shadows and joined the battle.


	21. Chapter 21

_Jenette Vasquez-_ _Originally from the 'Aliens' saga, Private first class Vasquez was a smartgun operator for the United States Colonial Marine Corps before the organization was disbanded and replaced with the UNSC. When not in the field she works with communications._

 _Mark Drake-_ _Originally from the 'Aliens' saga, Private first class Mark Drake and good friend of Vasquez joined the UNSC at the same time and now works in communications alongside her._

 _Rick Hale-_

 _Drone Caste-_ _The lowest ranking class of the Xenomorph caste system. Basically they are scouts and cannon fodder. More often or not Drones are born from physically weaker hosts, Humans, Grunts, Jackals ect. At average they stand at seven feet on two legs. Their head crests are narrow and smooth and are used as a form of class identification for the species._

 _Soldier Caste-_ _The second lowest rank in the Xenomorph caste system, soldiers are as stated in their name 'soldiers'. During an invasion they are the main aggresors, killing relentlessly then moving on, leaving the Drones to drag away hosts and food. They stand at about seven feet, their head crests are narrow but have a complex design not seen in the drones._

 _Elite Caste-_ _A higher class of soldier than normal soldier castes Elite castes can be considered the 'special ops'. Elite Xenomorphs are born from a normal facehugger infecting a Sangheili, the resulting xeno stands at about ten feet on two legs. They have a rather domed head crest and lack the traditional tail most Xenomorph castes posses. They also have the ability to spit acid. Other than that little is known about this Caste._

 _Praetorians-_ _The royal guards of the Xenomorph species, praetorians are only born from the strongest largest hosts. They stand at an average of ten feet on four legs and twice that on two, they have large head crests that resemble a queens crest._

 _Red Matriarch-_ _Also known as Red Queen Mothers, they are the rulers of the Xenomorph species. There were originally thought to be six in total, all of which are held on Xenomorph Prime, homeworld to the species. They are known to have powerful telepathic abilities that allow them to control the entire species across the universe._

 _ _OoOoOoOoOoOoOoOoOoOoOoOoOoOoOoOo__

 **X's Pov**

It was dark outside. Only the one mission had been scheduled for this particular night and agent X had returned to the butte and was currently monitoring radio chatter, waiting for his comrades to call in a pickup. That meant the two Allied soldiers assigned to the control center didn't have much to do and were busy playing a round of cards with the Jee'Dangian, when the wall mounted speaker's burped static and a desperate voice was heard.

"This is Charlie 217, repeat Charlie 217, to any Allied forces. Does anyone copy? Over."

X glanced away from his full house at the com tech first class Jenette Vasquez and frowned. "Have you had previous contact with Charlie 217?"

The techs looked at each other shook their heads.

"I'll check with Douglas." Jenette said as she turned toward the jury rigged monitor.

Com tech second class Mark Drake nodded and keyed the boom style mike that extended in front of his lips. "This is Allied combat base Blue. Over."

"Thank god!" The voice said fervently. "We took a hit after clearing the Valiant, put down in the boonies and managed to make some repairs. I've got wounded on board and request immediate clearance to land."

Douglas, who had been busy fighting a simulation of the battle of Marathon, materialized on Drake's screen. As usual the image he chose to present himself as was that of a stern looking man with longish hair, a prominent nose and a high collared coat.  
"Yes?"

"We have a Pelican, call sign Charlie 217 requesting emergency landing. None of us have dealt with him before."

The AI took a fraction of a second to check the myriad of data stored within his considerable memory and gave a curt nod. "There was a unit designated as Charlie 217 on the 'Valiant'. Not having heard from 217 since we abandoned ship and not having received any information to the contrary, we assumed the ship was lost. Ask the pilot to provide his name, rank and serial number."

Drake nodded. "Sorry Charlie, but we need some information before we can clear you in. Please provide name, rank and serial number. Over."

The voice came back sounding increasingly frustrated. "This is first lieutenant Rick Hale, serial number 84658-28553-RH. Give us a break, we've been dodging Hoon'tak for days. Over."

Douglas nodded. "The data matches...but how would Hale know that Blue base even existed?"

"He could have picked up on our radio traffic." X offered.

"Maybe," The AI agreed. "But let's play it safe. I recommend to bring the base to full alert, notify the general and the Arbiter and send a reaction force to pad three. You'll need the crash team, the emergency medical team and some people from Intel all on deck. This 'Hale' should be debriefed before being allowed to mix with the base personnel."

Vasquez slapped the alarm button and put out the necessary calls. "Roger that."

Drake said into his mike. "You are cleared for pad three, repeat pad three, which will be illuminated two minutes from now. A medical team will meet your ship. Safe all weapons and cut power the moment you touch down. Over."

"No problem," Hale replied gratefully. Then a few minutes later. "I see your lights. We're coming in over."

 **Hale's Pov**

Pilot Hale keyed his mike off and turned into his cockpit. Bathed in the green glow produced by the ship's instrument panel the man in the black suit looked all the more stern.

"It's a good thing you found us agent U." Hale said gratefully. "If you hadn't found us and repaired our ship my team and me would have been done for in a day or two." He turned back.

"Not a problem, I'm here to serve." Agent U responded from behind the pilot's shoulder. And with that U let loose a green thread over Hale's head, pulled the handles in opposite directions and buried the wire into the pilot's throat. Hale's eyes bulged, his hands clawed desperately at the garrote and his feet beat against the control pedals. He vaguely wondered why no one was investigating the commotion, unaware that the remaining soldiers had all been killed in a similar fashion by the squad of cloaked Hoon'tak Hunters aboard.

 **Wok'gagre's Pov**

Wok' entered the cockpit where U had taken over the controls of the Pelican, the marine's dead body was pushed off to the side.  
"All marines dead and accounted for. Good work U. The Hunters are ready for infiltration."

The Hunters on board all carried camouflage generators stolen off Sangheili soldiers, along with their weapons. Their job was to take as many landing pads as possible and hold them until six dropships loaded with Chasers, Stalkers and more Hunters landed on the mesa.

 **Douglas's Pov**

Like most AIs Douglas had a pronounced tendency to spend more time thinking about what he didn't have rather than what he did and sensors were at the top of his list. The sad truth was that while Elle and her company had recovered a wealth of supplies from the 'Valiant', there had been insufficient time to strip the ship of the electronics that would have given the AI a real time, all weather picture of the surrounding air space. That meant he was totally reliant on the data provided by remote ground sensors which the patrols had planted here and there around the mesa's ten kilometer perimeter.

All of the feeds had been clear during the initial radio contact with Charlie 217, but now, as the Pelican flared in to land, the sensor in sector six started to deliver data. It claimed that six heavy duty heat signatures and one lighter one had just passed overhead, that whatever produced them was fairly loud and that they were inbound at a speed of approximately of 350 kph.

Douglas reacted with the kind of speed only a computer was capable of, but the response was too late to prevent Charlie 217 from touching down. Even as the AI made a series of strongly worded recommendations to his organic superiors, the Pelican's skids made contact with pad 3's surface, a number of nearly invisible Hunters thundered down the ramp and the men and woman of Blue base soon found themselves fighting for their lives.

 **Yes'kadan's Pov**

One level down, locked in a room with three other Chasers, Yes'kadan heard the distant blare of alarms and thought he knew why. Wok' had been correct, the MIB agents known as Kay and Elle had recently frequented this place. 'Kadan knew this because he had seen the agents' more than six units before, triggered the transmission hidden inside his boot and thereby set the raid in motion.

That was the good news. The bad news was that Wok's quarry might very well have left the base during the intervening period of that time. If so then the mission was categorized as a failure, and the Chaser had little doubt as to who would receive the blame. But there was nothing 'Kadan could do but grip the crudely welded bars with his two fingered hands, listen to the distant sounds of battle and hope for the best.  
At this point 'the best' would likely be a quick and painless death.

 **Lopez's Pov**

All the members of the crash team, half the medics and a third of the reaction team were already dead by the time Lopez had rolled out of her rack, scrambled into her clothes and grabbed her personal weapons. She led a crowd up to the landing area to find that McKay was already leading a pitched battle.

Ionized particles seemed to stutter out of nowhere, pulse grenades materialized out of thin air and throats were slit by invisible knives. The landing party had been contained, but just barely and threatened to break out across the neighboring pads.

The Arbiter, Thel' Vadam was already there, naked from the waist up, shouting orders as he fired short bursts from a Covenant Carbine. They soon were joined by Zed, X and Kimbli, all of whom had weapons at the ready.

"Flood pad three with fuel! But keep it inside the containment area. Do it now!" Lopez shouted to the soldiers

It was a strange order, and civilians would have balked, but the soldiers reacted with unquestioning obedience and a Kig-Yar ran toward pad three refueling station. He flipped the safety out of the way and grabbed hold of the nozzle. The air seemed to shimmer in the floodlight off to the Kig-Yar's right and Kimbli unloaded a full clip into what looked to the others like empty air. A commando Hoon'tak screamed, seemed to strobe on and off as his camo generator took a direct hit and folded at the waist.

Undeterred and unaware of his close call with death, the Kig-Yar turned the handle of the fuel tank, gave the hand grip a healthy squeeze and sent a steady stream of liquid out onto the surface of pad three.

"Get back!" Lopez shouted and rolled a frag grenade in under Charlie 217's belly.

There was an explosion followed by a loud 'whump' as the fuel went up in flames and the Kig-Yar shut off the hose. The general effect turned those Hoon'tak who remained on the pad into shimmering torches, screaming dancing torches. The response was immediate as the Allies opened fire, put the flaming Hunters down and were then forced to turn their efforts to fire fighting. Charlie 217 was fully enveloped by that time shuddered as the fuel in one of her tanks blew. But there were other Pelicans to protect and while some had lifted off, others were still grounded.

Lopez turned to McKay, Zed, Thel' and Kimbli. "It's Showtime people." The general said as Douglas spoke into her ear. "This was little more than a warm up, no pun intended. The real assault force is only five minutes out. Six Hoon'tak dropships if Douglas has it right. They can't land here, so they'll put down on the valley bellow somewhere. Kimbli you assemble the snipers up here, Zed and X get to the control room and monitor the situation and McKay you get a team and keep fighting these fires. Thel' and me will take the valley."

They all nodded. "Yes sir." And all moved out, McKay towards the fires and Zed and X headed inside and Kimbli went to gather the snipers who weren't already out. Thel' was gathering his own troops and preparing for the next wave.

Lopez spotted private Lasky and waved him over. The noncom had a squad of Helljumpers in tow.

"Round up the rest of my company, tell them to get ready to handle an attack from the mesa. Let's give the bastards a warm reception."

Lasky tossed a glance at the raging fires and grinned at the Lopez's pun. "Yes ma'am!" He said and trotted away.

Out along the butte's irregular shaped rim, the commandeered turrets opened fire. Pulses of bright blue energy probed the surrounding blackness, found the first ship and cut the night into slices.

 **Kay's and Elle's Pov**

What happened next wasn't clear, but could make a regular marine scream and put themselves out of action in a relatively short period of time. Kay, Elle and the seven remaining members of their party fired into what seemed like a tidal wave of Facehuggers and a pack of drone casted Xenomorphs, they backed away and resolved to keep moving. They were vulnerable even with their weapons and armor, especially from behind, they'd already lost two of their party from drones that dropped from the ceiling.

Ammo was a concern for them all, Elle knew that from experience, so rather than fire wildly she ordered each of them to aim, trying to pop as many Facehuggers as they could before ganging up on a drone, each firing a single shot.

The drones tried to swarm the small group but didn't quite have the numbers for it, something which Elle wanted to worry about considering the bodies they'd seen, but was too busy shooting. So the creatures rather than attack head on climbed over walls and ceilings trying to outmaneuver the remaining Allies. They could be handled by the guns, it was the Facehuggers that came in droves leaping from everywhere that were the real problem, it only took a single well placed bullet to put them down, but there were hundreds of them and were quickly eating their remaining ammo. If that wasn't bad enough the need to constantly watch every angle to prevent one from latching on was becoming increasingly difficult as more drones moved in.

Elle and Scar holstered their guns and quickly brought out their combi-staff and attempted to shrink the number of drones. They cleared a small path and shouted for the rest of the team.

Elle knew of a few strategies for hunting Xenomorphs, things to help even the odds no matter how small and they all made the difference.  
First she kept her team running, firing as they went, stretching the Facehuggers thinner, forcing them to skitter from one end of the room to the other. They were numerous but not bright. As the others fired at the small creatures, Elle and Scar stayed at the front using their spears, shurikens and hunting skills to dispatch the drones in front.

The second tactic was to watch for breakouts, concentrations of the creatures where a well thrown grenade could destroy dozens of them at once. And the third was to keep switching back forth between guns, letting one soldier fire while the other reloaded so they maintained a constant rate of fire.

These strategies suddenly became even more critical as something big leaped out of the darkness. A Xenomorph, but larger than a drone, much larger. Nine feet tall on its hind legs, domed crested with four mandible like jaws and ripped with muscles, its tail short and stubby lacking the trademark blade. Elle new it wasn't a Yuatja cast because it was too large, had too few fingers and lacked the trademark dreadlocks. It was its hands that gave it away, two index fingers in between two thumb like appendages. So it was from a Sangheili, great, that was all they needed right now.  
The Elite caste came charging and swinging at them with its powerful forearms.

In the first few moments Elle wondered how best to take down the beast when more of the horrible creatures appeared and hurled themselves forward. Not just ran, but vaulted into the air, as if hoping to crush the soldiers under their weight.  
They were susceptible to bullets however, something for which they were all thankful for, although it often took fifteen or twenty rounds to put one of the large creatures down for good.

Finally after what seemed like an eternity, after all the drones and Facehuggers were dead and the floor was bathed in acid blood, two of the remaining Elite casts turned tail and ripped through a melting wall. This provided the party with an opportunity to escape.  
The team found themselves on the upper gallery of a well-lit room. They could only assume this though do to the resign that had been attached to walls turning the inner structure of the room into hot and humid nest. There were more Xenomorphs within, strange new casts, Kig-Yar, Unngoy, Jee'Dangian and the classic Yuatja and Human casts. If the creatures were aware of their presence they didn't show it, instead every last one remained still, as if asleep on the walls in grooves where their bodies fit like twisted puzzle pieces.

Elle silently motioned them forward and they crept along the right hand wall to another hatch. Once there in a small channel between the previous chamber and the next they decided to pause for a brief rest. They reloaded all of their weapons and divided up the remaining ammunition equally before injecting their wake-up stims.

One of their Sangheili compatriots, Null'Leng, was mending a gash in his arm brought on by one of the Xeno drones with his medi-kit. "What are those monsters? And why did those behind us let us pass?"

Elle was helping a Yuatja with an injured ankle. "They're called Xenomorphs, they're a carnivorous form of bio-engineered animal that know only to do three things kill, eat and reproduce. As for why they let us pass, well they're not gonna' stop fresh meat from willingly entering their nest." She stood and gathered her weapon. "We should keep moving. We don't want them to become any more interested in us then they already are."

A short journey brought the team to a similar chamber, except the walls here did not hold resting xenos but instead the dead bodies of the captain's team, the floor was littered with eggs mostly empty but a few were still sealed shut, awaiting new hosts. Elle turned away horrified at seeing the bodies hung from the wall, and the memories they brought back. Images of R hung from the resign covered walls of Antarctic temple flashed through her mind. His last moments of life spent writhing in pain as he became host for the monsters.

Kay put a firm hand on her shoulder. "Are you alright?"

She nodded. "I will be, but first we need to find a way out of this hell."

They stayed in the birthing chamber only long enough to collect the soldier's dog tags and scavenge some much needed ammo. Most of the remaining members of the missing captain's squad was here, the captain included.

The contents of the next room was not so thrilled to have company. A large Elite cast dropped from the ceiling into the group crushing Null'Leng under its weight and sending the rest across the room with a powerful swipe. Scar and Rtas' staggered before charging the xeno spear and sword out at the ready. The soldier cast was impaled through the chest and then to the wall with a crunch. As they drew back their weapons the creature crumpled to the ground leaving behind a trail of acid blood that began eating through the outer wall. The xeno growled and hissed as it tried to stand, but it was quickly bleeding out. With a last hateful snarl it launched a jet of acid at them from its mouth. One Yuatja was unfortunate to get catch the volatile liquid in the face and was soon dead. The five soldiers who were alive dodged and filled the Xenomorph with lead and plasma.

They had no time to mourn their lost comrades and quickly continued farther along the hallway. They soon came across two dead marines, they looked torn and ripped, their deaths caused by fighting the xenos rather than as hosts, proving that at least some of the squad had managed to get this far, which opened the possibility that more had escaped.  
Dog tags retrieved they continued deeper into the nest through wide galleries and narrow corridors, past humming machinery and finally to a large vault door, the entrance to which was a small corridor filled with eggs and the still forms of multiple soldier casts.

Kay quickly scanned the corridor and chamber beyond, the results were negative. Nothing was moving inside, but that didn't mean that the room was empty.  
When a Xenomorph lies perfectly still they didn't show on motion track, thermal or night vision. Their metallo-silica exoskeleton and low PH blood made them very difficult to detect, only with special equipment could they detect silicon molecules in the exoskeletons, but since none of them were prepared to handle a xeno infestation they lacked any of the proper equipment to handle the dangerous animals.

They checked their ammo once again before entering. The chamber was large and almost completely pitch black, the only light coming from a huge whirring machine that pumped out hot steam that slowly made its way out through the corridor and to the rest of the nest. Every inch of the room was covered with the alien's secretion. A large spire of the resign dripped a foul, musky smelling greenish jelly that collected in a small reservoir at the bottom where a trio of rather large eggs lay stewing in the concoction, two were sealed but one was just an empty husk. The rest of the floor was littered with smaller eggs, all except a small square of metal close to the steam machine, a small slime covered lift control panel stood close by.

Elle tried to shush her team but it was too late.

A Sangheili pointed to the lift. "Look!"

There were growls from both sides of the room, two large structures that at first they mistook for sub walls picked themselves, their heads emerging from behind the large shielded crests and their four legs lifted their thick bodies and carapace away from the resign wall onto the floor. As they locked onto the intruders they began advancing teeth bared and snarling, while at the same time being careful enough not to step on any eggs.

" 'atch out, Praetorians. Must be queen nearby." Scar whispered to them. " 'eir crests too tough shoot 'rough, aim for stomach and back."

As the party took aim and the Praetorians readied to attack when there was a resounding roar that shook the entire room.  
The Allies looked toward to the large machine and came across a terrifying discovery. Everything above the gear box pumping out steam was not machinery but actually part of an enormous creature.

The huge head crest itself was at least eleven feet high but instead of being intricately ridged it was completely smooth. From the ground up the creature was at least thirty feet, in length from its crest to its multi bladed tail it was sixty five feet long, the creatures bulk took up most of room which was even larger than any of them at first noticed. It's legs and two sets of forearms were curled up underneath it as it hung by pillars of resign, a large ovipositor attached to the beast's abdomen circled from the back of the room forward where it constantly dipped to the ground to place an egg. This creature was twice the size of an average queen Xenomorph and its exoskeleton was a dark shade of muddy red, like river bed clay.

Laurel and Scar both gasped, taking a few careful steps back. They knew what this behemoth was.  
A red matriarch. The red matriarchs were created by the Engineers as the alphas, the absolute rulers of their entire species, they controlled all of the lesser queens and hives across the entire galaxy. But the red matriarchs, all of them, were supposed to be located on the Xenomorph hive world, a planet on the edge of the universe that was not only quarantined but also in the late of the century had become a shield world, meaning that the planet had been encased by a planet sized shield that kept anything from entering or exiting the planet's atmosphere.  
Elle guessed that long before the planet was closed off the Engineers must have guessed at their own demise and taken one off world so that the species would continue on.

The matriarch's head descended from behind its crest and it gave a threatening hiss at the group of soldiers. Rtas'Vadum and the other Sangheili raised their weapons at the ready, Elle, Scar and Kay quickly intervened grabbing the muzzle of their guns and pointing them down.

"Don't" Elle hissed. "If you attack the queen the entire nest will be after us." She watched the red matriarch's movements cautiously.

"Then how do we escape?" A Sangheili asked desperately.

Elle removed her Magnum pistol, aimed straight up and fire three precise burst into the ceiling. The red queen roared in rage and Praetorians growled and made to advance, but when Elle turned her gun to the eggs stewing in the green slime the matriarch hesitated. The xeno turned her sights to the Praetorians and gave a low hiss.

Slowly they bowed their heads and retreated, though they continued to glare at the group of soldiers from their spots on the walls.  
The red queen turned her attention back to them, watching their movements carefully.

"Now, follow my steps slowly, any sudden movements will set the eggs off."

They went in a straight line each following in Elle's footsteps who herself followed in Scar's as he set a trail maneuvering with extreme caution around the eggs towards the lift pad, not taking their eyes off the matriarch.

Kay leaned forward to whisper to Elle, he wasn't sure if the highly inelegant animals could understand human speech but he wasn't taking any chances.  
"Laurel we can't let this hive or the Matriarch live. They've already claimed the lives of most of the captain's squad and who knows how many Hoon'tak. If they get out or more likely already have gotten out we can't let them spread any farther. If they get off world, well I don't need to tell you the danger they pose."

Elle stared ahead grimly. "I know Kay and we're not going to let them live. Kay can you give me a scan of that machine below the Matriarch."

He nodded and as discreetly as possible pointed his scanner at the machine, a few seconds later the results were back. "The machine is the venting mechanism of an RLF class nuclear powered generator that powers this entire installation. You have a plan."

"Blow this place to hell."

Kay nodded, understanding and he turned and ordered everyone to pass up their remaining grenades.

Finally after what seemed like an eternity they made it to the lift, as Kay began accessing the lift's terminal, Scar, Rtas' and the remainder of the team went to stand on the pad and Elle began setting the timers on the grenades and setting them close to the reactor vent. All the while the queen was still watching them closely.

The console went green and the lift whirred to life. The red queen gave hissed and the eggs around the lift pad split and opened, the Facehuggers within awakening and sensing the carbon dioxide from their soon to be hosts.

"Kay now!" Elle shouted, shooting the eggs.

Kay hit the activation button and the lift began descending rapidly. The queen screeched in rage and the Praetorians leaped from the wall and charged. Both Elle and Kay leaped for the pad. As the large aliens charged their head crests banged against the lift channel, too wide and tall for either of them to enter.

"I set the grenades to go off in ten minutes. That should hopefully give us enough time to get out of here."

After three minutes the lift came to a stop in a long underground tunnel lighted by fixtures in the ceiling. A good portion of the tunnel was covered in the secreted resign that marked the Xenomorph's nest, in the midst of it all were slimy tracks, both Xenomorph and human tracks.

"Looks like some of the squad did make it out after all."

That was good news, but for right now it was time to run.


	22. Chapter 22

**Wok'gagre's Pov**

Wok', a file of three Commando Hoon'taks and U had already cleared the landing pad by the time the Allies flooded pad three with fuel. In fact, the Hoon'tak officer wasn't even on the surface of the structure during the ensuing inferno, he and his commandos were already one level down, moving from room to room, slaughtering every Allie they could find. There had been no sign of the two enemies they wanted most, but it was still early and for all they knew they could be around the next corner.

 **Lopez's Pov**

The drop-ships hovered like obscene insects, they turned down ring and spilled troops out their side slots, scattering them like evil seeds across the plain. Lopez did the mental math. Five remaining transports, times roughly thirty troops each, equaled an assault team of about one hundred and fifty troops.

"Hit 'em!" Lopez shouted. "Kill the bastards before they can land!"

The response was a steady crack, crack, and crack as Kimbli's snipers opened fire and Chasers, Stalkers and Hunters tumbled to the ground dead.  
But there were plenty left and Lopez and Thel' steeled themselves against the coming assault.

 **Yes'Kadan's Pov**

The lights had gone off for reasons the Hoon'tak could only guess at, a factor which added to the fear he felt. Unable to do anything more, 'Kadan listened to the muffled sounds and wondered which side to root for. He didn't like being a prisoner, but was starting to wonder if he wouldn't be better off with the Allies. For a while at least until-

A brief flash of light appeared, slid down the opposite wall, crossed the floor and found its way into the cell.  
"Yes'kadan? Are you in there?"

There were other lights now and the Chaser saw the air shimmer in front of him. It was Wok'! Much to 'Kadan's amazement, the Hunter had kept his word and actually came looking for him. Realizing that the standard rags the Allies gave to them as clothing made them rather difficult to tell apart in the dark, 'Kadan pushed his face up against the bars.  
"Yes commander, I am here."

"Good," The Hunter said. "Now stand back so we can blow the door."

All the Chasers in the cell treated to the back of the room while one of the commandos attached a charge to the door lock, backed away and made use of a remote trigger. There was a small flash, followed by a subdued bang as the explosive was detonated. Hinges squeaked as 'Kadan pushed the door out of the way.

"Now," Wok' said eagerly. "Lead us to the MIB agents. We've been through most of the complex, but haven't run into any of them yet."

So, 'Kadan thought to himself, the only reason you came looking for me was because you couldn't find the humans on your own. I should have known.  
"Of course commander." The Chaser replied, surprised by his own smoothness. "The enemy captured some of our Skifs. The MIBs were assigned to guard them."  
'Kadan expected Wok' or U to challenge the claim, to ask how he knew, but the Hunter took him at his word.

"Very well," Wok'gagre replied. "Where are the aircraft kept?"

"Up on the top of the Butte," 'Kadan answered truthfully. "West of the landing pads."

"We will lead the way." The Hunter said importantly. "But stay close. It would be easy to become lost."

"Yes commander." The Chaser replied. "Whatever you say."

 **Lopez's Pov**

Lopez knew the trap was going to work when one of the Hoon'tak dropships appeared, circled the phony wreckage site and settled in for landing. Once free of the ship the Hunters, Stalkers and Chasers would be easy meat for the Helljumpers hidden in the dense foliage and the snipers on top of the butte.  
But war is full of surprises and when the Hoon'tak ship took off again, Lopez found herself looking at everything she had expected to see plus a couple of Krogans. The mean looking bastards would be hard to kill and could rip a platoon to shreds.

The general spat out the chewing tobacco she had in her mouth and keyed her mike and whispered some instructions. "Lopez to all Snipers and rocket jockeys. Put everything you have on the Krogans. Do it now. Over."

It was hard to say who killed the Krogans, given the sudden barrage of bullets and rockets that came their way, but Lopez didn't care, so long as the walking tanks were dead...which they defiantly were. That was the good news.

The bad news was that the drop-ship returned, hosed the boulders with particle fire and forced the Helljumpers to duck or lose their heads.

Encouraged by their air support, the Hoon'tak ground troops rushed to enter the jumble of rocks and foliage, eager to find some cover and kill the marines. They were forced to pay the price, however as the snipers on the butte picked off five of the enemy soldiers before the drop-ship moved in to exact its revenge.

The snipers were forced to dive for cover as the enemy aircraft marched for a double line of ionized particles across the top of the butte, killing two if the snipers and wounding a third before the captured turrets were used to hose the ship with fire, bringing it down to the ground.

Things soon started to get ugly on the forested hillside as both Allies and Hoon'tak hunted one another between dense groves and huge weather smoothed boulders. Plasma, automatic and particle weapons chattered as both sides took part in the deadly game of hide and seek.  
This was not what Lopez had envisioned, and she was looking for a way to disengage her team, when a wave of new hostiles entered the fight.  
A torrent of bizarre creatures attacked both groups from the other side of the hill. Lopez had a glimpse of a shiny black armor, long bladed tails and large and small bodies with elongated curving cranial, and swarms of small spider like creatures that skittered and leaped and clambered over the rocks.

The first problem was that while the Hoon'tak forces seemed familiar with the creatures, the Helljumpers weren't and four members had already gone down, two were torn apart and the other two went down after one of the small creatures latched themselves on to them before knew the extent of the danger.  
Even as the general fought her way uphill through the maze of boulders the radio calls continued to boom through her earpiece.

"What the hell are those things?"

"Fire! Fire! Fire!"

"Get it off me!"

The radio traffic tripled and the command freq turned into such a confusion of screams, requests for orders and pleas of extraction, that the marines might as well have been speaking gibberish.

Lopez cursed. No way. No way were these things going to break them. No way, they'd been through too much shit to die on this backwater planet.  
She rounded a grove, saw a Chaser running downhill with two of the small spider like creatures crawling over its body, trying to find its face. The Chaser screamed and spun and she got her first close look at the small creatures. A sustained burst from her assault weapon brought all three of them down.  
As the soldier worked her way farther uphill, she soon discovered that the new enemy took other forms as well, bigger forms. Lopez killed one of the smooth crested quadrupedal forms, saw a private put half a clip into a large bipedal monster and watched in disgust as the dying creature spewed acid at the marine.  
That was the moment the third group of the creatures emerged from between a well-hidden access tunnel, saw the human and launched itself into the air.

 **Peter's Pov**

Peter fell to the ground coughing, the thing in his chest was getting bigger rapidly and it was moving around a lot more to, after a few minutes he began hacking out blood. He glanced up, he had the same view that the others did, spotted the general and hoped she would see he was already a dead man. This was better than suicide, it was...  
But it wasn't meant to be.

 **Lopez's Pov**

Lopez tracked the incoming creature, sidestepped and used the butt of her weapon to clip the side of the creature's head before putting three controlled bursts into its chest. The general then spotted Peter and worked her way over.  
He was in fit of coughing, more like vomiting up blood and writhing on the ground and gripping his chest, but none of the creatures made a move on him. Peter looked at the general.

"K-kill me." He sputtered.

Lopez grabbed him and tried to get him to his feet. "Come on soldier on your feet, you're not dead yet."

Peter began struggling flailing almost wildly. "No, no. T-too late for m-me." He vomited up more blood, it sounded like he was saying something else but he his words were smothered with a rush of blood.

Lopez didn't know what set them off but the nearby creatures all turned their attentions to Peter and Lopez and tried surrounding them, but refused to make a direct attack.

"Give me a hand!" Lopez shouted.

It took four Helljumpers and five Sangheili to kill all surrounding creatures and finally subdue the struggling Peter, getting restraints on both his wrists and ankles and finally bringing him under control. Even at that one of the Helljumpers suffered a black eye.

The ensuing battle lasted a full fifteen minutes, an eternity in combat, with both Allies and Hoon'tak forces taking time out from their battle with one another to concentrate on the new enemy.  
The moment the last spider like creature was popped, however, they were back at it again, tracking one another through the maze in a contest of life and death, no questions asked and no answers given.

Lopez radioed for assistance and with the help from the reaction force, plus two Pelicans and four captured Skifs, she was able to drive the Hoon'tak drop-ships away and kill those ground troops who weren't willing to surrender.  
Then on Lopez's orders, the Helljumpers combed the area for reasonably intact specimens of the new enemy which could be taken back to Blue base for analysis.

Finally after the bodies were recovered, they headed back to base with Weyland in tow, in spite of the way he thrashed, jerked and even tried to bite his captors they threw him into a pelican with the other soldiers, roped him to the D-rings recessed into the deck and delivered a few shots of tranquilizers for good measure.

With fully half of her Helljumpers making the return trip in body bags, Lopez sat through the seemingly endless journey back to the top of the Butte. Tears cut tracks down through the grime on the general's face to wet the deck between her boots. The Hoon'tak had been bad enough, but now there was an even worse enemy to fight. Now for the first time since the 'Mona Lisa', Zhoa Heng Lopez felt nothing but despair.

 **Wok'gagre's Pov**

Though pursuing his own mission Wok'gagre had been monitoring the situation and knew the assault had been stalled. It was only a matter of time before the drop-ships would be ordered to abandon anyone who wasn't already on board.  
That meant that he should have been pulling out, looking for a way to slip out of Ally lines, but the session with Alpha continued to haunt him. His best chance, no his only chance was to find this agent Kay and Zed and kill them. He would keep his head, all would be forgiven and who knew, a lot of Hunters had been killed, so there might be a promotion in the aftermath.  
Thus mildly reassured, he drove ahead.

The commandos were up on the first level by then, just approaching a door to the outside, when a waiting fire team saw a glint of black Hoon'tak armor from the alcove they were hidden in and opened fire.

There was complete pandemonium as the Allies ran through clip after clip of ammunition, Chasers were blown off their feet, and Hunters fired in every direction and soon started to fall.

Wok' felt his Suppressor cycle open as it attempted to cool itself and knew he was about to die, when a pulse grenade sailed in among the Allied soldiers and locked onto a Jee'Dangian's arm. He shouted, "No!" But it was already too late and the explosion slaughtered the entire fire team.

'Kadan, who had appropriated both the grenade and a Boltshot from one of the dead commandos tugged on Wok's shoulder. "This way commander, follow me!"

"Wait!" Came a voice from behind.

Wok' turned to see U, his leg bleeding freely from two bullet wounds.

"Help me!" He shouted.

Wok' smirked. "Pathetic human."

"You can't just leave me here to die!" U shouted desperately.

Wok'gagre removed something from his pack, he tossed the medi-pack at U's feet. "There, now you won't die." He laughed and continued on before pausing again. "Oh and the Hoon'tak empire appreciates your services."

'Kadan led Wok' out through the door, down a walkway and onto the platform where ten Skifs stood in an orderly row. There were no guards.  
"Where are they?"

'Kadan shrugged. "I have no idea commander."

Wok'gagre felt a mixture of anger, fear and hopelessness as a drop-ship passed overhead and disappeared down the valley. The entire effort had been a failure.  
"So," he said harshly. "You lied to me. Why?"

"Because you know how to fly one of these things," The Chasers answered simply. "And I don't"

The Hunter's eyes seemed to glow as if lit from within. "I should shoot you and leave your body for the Federation to throw off the cliff."

"You can try." Yes'Kadan said as he pointed the Boltshot at his superior's head. "But I wouldn't advise it." It took all the courage he could muster to point the weapon at the Hunter and his hand shook in response to the fear he felt. But not by much, not enough so that the energy bolt would miss and Wok' knew it.  
The Hunter finally nodded.

Moments later a loaded Skif wobbled off the ground, slipped over the edge of the butte and immediately began to lose altitude.  
The battle for Blue base was over.


	23. Chapter 23

_Space-Jockey-_ _Also known as the Engineers, Space-Jockey is another name for an advanced race of aliens who were known throughout the universe for their biological weapons.  
_

 _Spiracles-_ _Are openings or structures on an animal's surface usually used or leading to the respiratory system. IE. filtering air, oxygen from a rather toxic or unhabitibal environment._

 _ _OoOoOoOoOoOoOoOoOoOoOoOoOoOoOoOo__

 **Kay's and Elle's Pov**

Seven minutes of constant running down the access tunnel, there was an enormous shaking and a burst of heated air that knocked into their backs and sent the entire team to floor.  
"I'm guessing that was the reactor." Kay coughed.

Elle nodded. "But let's not stick around to see if there are any survivors."

They gathered themselves and continued down the tunnel. After a few hours they stopped for a rest and ration.

Kay hit the comm button in his helmet. "Come in Allied forces, this is agent Kay. Repeat this agent Kay, does anyone copy?"

"Agent Kay, it's good to hear from you." Came Zeeltore's voice. "Is everyone on your team okay?"

"We lost four soldiers on the way, but Elle, Scar and Rtas' are all here."

"And the captain's team?"

"Most were accounted for but it looks like a few might've made it out. Zeeltore this installation was meant to house a hive a Xenomorphs, not advanced weaponry." He paused here to let the information sink in.

"I know," The doctor said in despair. "When the installation was opened a lot of the Xenomorphs escaped and are attacking the butte as we speak."

Kay cursed, loudly. "Zeeltore we need to get back to Blue base as soon as possible, what's the fastest route out of this access tunnel?"

"Give me a second to retrieve the map data. When I accessed the terminal in the control room I was able to retrieve a lot of information on the planet and most of its installations. The Engineers once used this planet as a military installation where they were experimenting on the Xenomorphs. This is actually one of their oldest sights, the hive itself is ancient. Okay here we go the underground access tunnel, if you keep in the direction you're already going you should reach an exit in about ten miles. It just so happens that the Valiant crashed not too far from this exit, it should still be under Hoon'tak control but I'm certain it has some vehicles left in it."

Kay nodded, though the doctor couldn't tell. "Thanks doc, hopefully we can wrap this up soon." He turned to the others. "Did you all hear that?"

They nodded.

"Then let's not wait around."

 **Lopez's Pov**

Not only had the Hoon'tak raid team managed to kill more than a hundred soldiers, not counting those killed by the creatures, but they had created damage in the bowels of butte's structure. Apparently a team of Hunters had made their way in, trekked all over the interior of the structure, stripped a good portion of the lower grating off in the 'basement' trying to get into the lower chamber, for what none of them new. But Lopez was sure she was about to find out as a Sangheili entered the general's office where she, Kimbli, Zed, X and Thel'Vadam were resting. The Sangheili entered the room, claiming he'd caught a Hoon'tak prisoner. But all were surprised when he dragged in a bleeding and frazzled U.

The first thing Lopez did was walk up and punch U square in the face.

U screamed and reached to try and stop the torrent of blood. "You broke my nose!"

Lopez snorted. "Don't get your hopes up, you won't get the luxury of passing out or bleeding to death."

Zed stood. "U, how the hell did you get here?"

Lopez snorted. "Isn't it obvious Zed, he caught a ride with the Hoon'tak." She turned back to the agent in question and grabbed him by his shirt color, making him wince as his injured leg was stretched.  
"Exactly how long have you been working for the Hoon'tak?"

U looked over to Zed, eyes pleading for help.

Zed looked away.

U shook his head. "I was never working for the Hoon'tak. Zed you have to believe me!" He pleaded.

Zed turned back to the former agent in question. "You lead the Hoon'tak right to us and caused the death of over a hundred soldiers. Never had I imagined that such a betrayal would come from one of my own."

"They were doomed when they entered that box canyon. If I hadn't made a bargain with the Hoon'tak you would've been killed with them, I saved your life!"

Zed's face turned a shade of dark red, he promptly walked over to U and delivered a punch himself before turning to Lopez. "Lopez you have my full permission to whatever needed to get a straight answer out of him."

The general nodded, turned to U, drawing her sidearm. "Here that, I've got the do whatever I want and get away with it card." She smirked, waving her sidearm around. "Now if I don't some goddamned answers, I'm gonna' blow your other knee out." When she shot the space next to him he knew she was serious.

"Okay, okay. Just don't hurt me, please." U trembled.

Lopez snarled. "Quit begging for your pathetic life and answer my question. How long have you been working for the Hoon'tak!"

"I-I was never working for the Hoon'tak." He paused, but when Lopez made to pistol-whip him he continued. "I was working for Alpha."  
That shocked everyone and they waited for U to continue.  
"A few weeks before the attack on MIB headquarters Alpha had caught me out on my own. At first I thought he wanted to kill me or use me to ransom MIB. But it soon became apparent that he wanted to strike a deal. He had already made plans with the Hoon'tak long before getting to me. He offered me something I couldn't get on my own and a place within the new Earth Government, all I had to do was put a bug MIB's main transmitter, that way when he sent his psychic waves through every agent with a vid-link would be affected."

"A deal?" X stood outraged. "You did all of this for a fucking deal?"

U scowled at hatefully at X. "I was just saving my own skin. Don't act like you wouldn't have done the same thing in my position X. You hate humans, you wouldn't have risked your life to any of them."

X glared at U trying to think of a comeback, but all he could think of was himself running away from MIB and more than ready to send Elle up into this hell they were now alone. He shook the memory from himself and turned back on U. "Maybe before." He admitted shamefully. "But not now. What the hell could have been worth selling your own into slavery!" He stormed over to the former agent.

U stared him in the eye intently before glancing quickly at the energy sword holstered at his waist. X looked down in confusion, but soon his eyes widened in realization. Eyes full of rage X stepped forward and socked U, making it the third time he'd been punched in the face that day.

Agent U spat out a mouthful of blood before looking at X and managing a smug grin. The Jee'Dangian looked like he was about to end the former agent's life, his hand reaching for his sword, when Kimbli stepped in, grabbing both X and Lopez by the shoulder.

"General Lopez, X, this is not the time for revenge, and we have bigger things to think of, not just the Hoon'tak but also of these new creatures who nearly wiped out Lopez's entire squad."

Both wanted very much to have their revenge, but the elder Jee'Dangian was right, they had little time to waste, especially with their recent drop in numbers.  
Lopez finally sighed and nodded. "Have it your way then. Corporal," She said referring to the Sangheili. "Take this piece of trash to the brig. Oh and corporal, he is only to have Hoon'tak rations, since he wants to be so much like one."

The Sangheili nodded and dragged a now beaten U away.

Lopez turned to the others. "We should head down to the freezers. I've got show you what we've found out about this new threat."

Minus the refrigeration required to keep the bodies fresh and the constant need for neutral bases like soap and salt to neutralize their acid blood, the bodies were laid out on the metal tables in one of the lower room of the butte. The mere sight of the hideous creatures made Kimbli cringe as he, the other leaders and X entered the makeshift morgue and waited for Lopez to begin.

Six heavily armed Yuatja's were lined up along one wall ready to respond if one or more of the Xenomorphs or Facehuggers wasn't really dead. It seemed unlikely given the level of damage to each corpse and the amount of neutralizer needed to soak up each one's acidic blood, but the animals had proven themselves to be extremely resilient and had an alarming tendency to get back up once they were knocked down.

Lopez, who was still trying to deal with the fact that thirty Helljumpers and fifteen Sangheili under her command had lost their lives in a single battle, looked rather pale, in comparison to her usual loud and confident self. Kimbli understood, even sympathized, but couldn't allow that to show. Not till after this war was won. There was just simply no time for grief, self-doubt or guilt. Every one of them in that room new it, and the general would have to keep doing what she and the rest of them had already been doing, which was to suck it up and keep on going.

"General?" He asked gently.

Lopez swallowed in an attempt to counter the nausea she felt half in part due to the awful smell the ugly monsters in front of her produced when dead and the other in part to the memories to her soldiers being torn limb from limb and melted by acid.

"Yeah Ears." She responded though her heart wasn't in it. "Obviously there's still a great deal that we don't know, but based on the information I got from Zeeltore, the Yuatja elites here and from a few Hoon'tak prisoners, here's what we got so far. The Hoon'tak were searching for the 'ultimate weapon' designed and created by the Engineers or Space-Jockeye species. Apparently they didn't know that the Space-Jockeyes were called Engineers, not for their advanced weaponry development but for their bio-weapons, they created hundreds of species using advanced genetic engineering techniques, including our friends here, these Xenomorphs."

"Charming." Kimbli muttered as the others went to get a better look.

"From what we know the Xenomorphs are a parasitic based life form, starting out as an egg that hatches into one of these 'Facehuggers' as they're called."  
She used a pen to lift one of the dead spindly creatures by a knuckle, before moving over to an unconscious marine and Yuatja, both had Facehuggers attached. "As you can see their not picky, pretty much anything that moves is liable to become a host. When a Facehugger is attached it renders the host unconscious and it lays an embryo within the host where it develops to full term taking in some of the hosts DNA into its own genome, like a virus, before the developed creature busts through the host's ribcage."

She moved over to a few dead Xeno specimens, a human, Jee'Dangian, Yuatja and Sangheili caste, what was left of them at least.  
"Each species of host produces a different kind of caste, which is then divided into a hive caste of either soldier, drone or something like that. But the important thing to note here is that these castes aren't free thinking, they all serve a queen, and she's large, dangerous and the only fertile female in the entire hive, the egg layer. Their evolution, unlike most organic creatures is not based on the trial and error of mutations and natural selection in their species, rather how well the castes of different hosts do, and if they can eventually become a queen and create a new line of a better form progeny from even stronger more evolved hosts. In layman's terms, their parasites. See how each caste takes on the attributes of their host."

None of them wanted to look, but they had to, to pay tribute to their fallen in a way, and moved close enough to see the pharyngeal jaws within their mouths, to which a few scraps of brain tissue hung from one.

Each leader cataloged the parade of horrors that was each specimen. The eyeless, elongated cranial skulls, the dark sickly skin and exoskeleton, the large spiracles on their backs used for filtering air, their plated chests that were now dotted with bullet holes and plasma burns, the long spiny tails that ended in the razor sharp blades. Though the jaws and cranial structures, limbs and body shapes differentiated with ever caste. Their claws were covered with blood, both of the Allied forces and the Hoon'tak.

None of them said anything, but their faces must have telegraphed what they felt, because Lopez nodded.  
"Damn awful isn't it. I've seen some shit before but...this shit's a close second." She paused and then looked at the non xeno casualties. "For what it's worth Hoon'tak victims don't look any better. This individual was armed with a Boltshot and Suppressor rifles, but it didn't do 'em any good, those exoskeletons are fuckin' tough as shit. Nothing short of heavy fire will bring one of these bastards down, and they pack a nasty punch, those claws are nothin' to scoff at, tear through UNSC grade armor in seconds."

Zed tried to imagine their species 'evolving' into something even stronger and felt a shiver run down his spine.  
"Please continue general."

She nodded. "The good news is we might not even have a queen here, the eggs these Facehuggers hatched from came from the Engineer installation. The Engineers used to carry ships full of xeno eggs as a biological agent in war. They could have just stored these eggs here for future use. The bad news is if a hive is established by enough drones and soldiers than one of Xenomorphs can molt into a queen under the right circumstances or one can develop in a host from a royal Facehugger. In fact we might already have a queen underway."

That caught all the eyes in the room.

Lopez led them over to a table where a soldier had been strapped down by the wrists and ankles. His eyes were half lidded and he seemed only just conscious as his reactions were delayed from the heavy sedative he'd been given.

"This poor bastard is Private Peter Weyland, the soldier from the captain's team we found wondering in the battle."

"Why is he restrained and drugged?" Kimbli asked, noticing the poor man's condition.

"After bringing him in, he tried committing suicide three times, going so far as trying to strangle himself with his own restraints while at the same time coughin' up liters of blood. We had a medic look him over but couldn't figure out his bleeding problem or his hysteria, so McKay ordered a full body scan. These are the results." She handed them a piece paper to pass around. It was an x-ray print of Weyland's upper chest, nestled within curled up around itself was a Xeno larva almost the size of a softball.

Zed looked up. "General Lopez how can we be sure this is a queen embryo?"

"We can't not until it's 'born'. But from what the Yautja elites say the slightly elongated cranial crest and the length at which this embryo is developing at when reports from previous xeno attacks show that a normal mature time is only a few hours. This one's a taken a couple days, they're all signs of a queen. The main fact is we can't risk it."

"What do you suggest?" Kimlbi finally asked.

"Burn the bodies and put down any and all those infected." Lopez replied grimly.

Zed raised an eyebrow. "General Lopez, no offense but are you suggesting we kill our own."

"Look at them they're already gone, the best thing we can do is offer them a quick death. Weyland knows that, that's why he's been trying to off himself since we found him. And if even one of those got in here god knows how many it could kill before anyone realized it. These things can climb on any surface and blend in perfectly with the dark."

"But general," Kimbli interrupted. "Surely there is another way, we could freeze the infected until we rejoin with the capitol ships and then have the parasites and embryos surgically removed. We've had word from doctor Zeeltore, Kay's team is intact and are on their way here as we speak, and the Allies above have already taken care of most of the Hoon'tak vessels in the solar system and are now working around the clock to disable the EMP field around the planet. We should expect a rescue in mere days."

Lopez shook her head. "Get your head outta' your ass! We might not make it back to the capitol ships, we could all die here tomorrow, today, in an hour, but we can make sure these monsters don't spread. Plus we don't have the power to cryo-freeze them, and even if we did these bastards have molecular acid for fuckin' blood. Any sort of surgical tool would be melted and the hosts would die in the process."

Kimbli looked thoughtful for a moment. "I say we leave it to a vote. I vote we wait until we get back to the capital ship."

Zed nodded. "I agree."

Finally after a few moments of thought Thel nodded. "If we have the possibility of saving them, then we should try."

Lopez gritted her teeth and slammed her hands onto the table. "Did IQ's suddenly drop? They're beyond saving, now they're just hosts for more of those monsters and if we let them spread to the capitol ship-"

"General Lopez that is enough." Kimbli interrupted. "We've all made the decision. Now we would like your men to burn the dead and put the five remaining infected in the freezers as for this private Weyland, keep him sedated until we figure out a solution."

Lopez gritted her teeth as she watched the other leaders file out of the room.

As they reached the end of the corridor to the lift they heard the sound of six gunshots from the cold room. Quickly as they could they rushed back.  
Lopez held her DMR, smoking from the muzzle, the five infected soldiers and private Weyland all had a single bullet wound in their heads, none of the Yuatja standing by the wall had made to stop her.

"What the hell do you think you're doing!" Kimbli shouted and stepped forward so they were face to face. "You disobeyed a decision the council had made and took the lives of six soldiers including your own. Do you value their lives so little that you can kill them so easy, even entertaining to you?"

The punch from Lopez knocked Kimbli onto his ass.  
"Fuck." She cursed shaking her stinging fist before reaching down and lifting Kimbli right off the ground by his collar. "I've seen so much death you wouldn't believe it! I've seen my own soldiers killed right before my eyes and then be reanimated into mindless fuckin' monsters and then watch as they tear each other limb from fucking limb! Watched as my best friend sacrificed herself and throw herself into death itself! I've watched as my superiors sent my friends to their deaths without so much as a 'goodbye' and then abandon them like broken toys when things got bloody! I was there on the 'Mona Lisa', fighting the Flood! Seen my entire team slaughtered, I still see their dying faces in my sleep, every time I blink, every time I look into a shadow! You see this!" She pulled out a long rosary chain from her pack, the string of beads reached all the way to the floor. "Every one of these beads is one of my fallen soldiers, I remember every one, their names, and their serial numbers, and how they died! I've killed people, probably more people than you've ever met in your life, but don't you ever say that my soldier's lives are meaningless to me!" Lopez's eyes were swimming and wet, but she never cried.  
Instead she dropped Kimbli back onto his ass and shoved past everyone out of the room, down the corridor and up the lift. Leaving those below stunned.


	24. Chapter 24

**Wok'gagre's Pov**

The compartment, a space untouched by the fighting, had once served as a ready room for the Pelican and shuttle pilots. Now, with no modifications other than the installation of some crude sleeping accommodations, a back table with some food on it and crates of supplies, the room functioned as an unofficial HQ for the Hoon'tak forces stationed in the 'Valiant'.

The command staff, or what was left of it, sat slumped in the uncomfortable alien chairs, many too tired to move and stared up at their leader. His name was Mu'ghaph and he was confused, frustrated and secretly frightened. The situation aboard the 'Valiant' had deteriorated dramatically. In spite of all the efforts to stop them, Xenomorphs continued to trickle into the ship from some unknown source.  
The horrifying creatures had even managed to seize control of the ship's engineering spaces before eventually taking the control room as well.  
Now, as if to prove that Mu'ghaph was truly cursed still another threat arrived on the scene and Mu'ghaph was reluctant to share this news with the already exhausted Hunters arrayed in front of him.

"So," Mu'ghaph began lamely. "It seems that a team of two humans, three Sangheili and a Yuatja have entered the ship from an access tunnel from the planet's surface and are now moving about freely on board.

A veteran named Kash'gung frowned. "Only six? With respect commander six Allies more or less will hardly make a difference."

Mu'ghaph swallowed. "Yes, well normally I would agree with you, except these Allies are somewhat unusual. They appear to be a part of an elite group, the humans leading this group are MIB agents and Alpha has sent out a planet wide message that he wants these two dead. This group single handedly killed every member of security team three, which had responsibility for the ammunition deck."

Unnoticed by those in front of him, the seemingly lethargic officer known as Vu'rah started to look interested. He sat up straighter and began to pay close attention. Having chosen a seat in the last row, Wok' found it difficult to hear.

After abandoning the butte Yes'kadan ordered the Hunter to head for the 'Valiant'. There the Hoon'tak in charge, an overworked Mu'ghaph immediately welcomed them to the ranks without so much as a security check to clear that they were who they said they were. 'Kadan's plan was for them both to lay low until the war was over.

Wok' not having a choice in the matter was forced to go along. If he revealed who he really was he'd be killed, but if he went back to the butte again, he'd be killed. So he chose a false name and was put to work on security team five.  
The discussion continued.

"One team of enemies accomplished all of that?" Kash'gung demanded incredulously. "That hardly seems possible."

"Yes." Mu'ghaph agreed. "But they did. Not only that, but whatever they came here to accomplish they entered the ammunition area, then left and are somewhere else on board the ship." The Hunter scanned the faces in front of him. "Who has the courage and skill required to find the enemy and kill them?"

The response came with gratifying speed. "I do," Wok' said, now on his feet.

Mu'ghaph peered into the harsh human lights. "Who is that?"

"Vu'rah." Wok' lied.

"Ah, yes," Mu'ghaph replied gratefully. "A commando, just the sort of person we need to rid ourselves of those two legged vermin. The mission is yours. Keep me informed. Now turning our attention to these Xenomorphs."

Later, as the meeting ended, Kash'gung went looking for the volunteer, fully intending to compliment the younger officer on his initiative. But like the Allies the Hunter officer had disappeared.

 **McKay's Pov**

First there was a loud clang, followed by the birth of six blue-white lights, which illuminated the inside surface of the shafts that were located directly underneath the butte. The lights fell to the filth encrusted floor below illuminating them.

"Damn! The tunnels are infested!"

Then they dropped, not one at a time down, as the creatures might have assumed, but half a dozen all at once, dangling on ropes. They landed within seconds of each other, knelt with their weapons at the ready and faced outward. Each soldier wore a helmet equipped with two lights and a camera. With simple back and forth movements of their heads, the soldiers created overlapping scans of the walls.

McKay stood on the grating above, eyed the footage from the helmet cams on a portable monitor and saw that six Xenomorphs had squeezed through four large arched holes the Hoon'tak had left behind that penetrated the rough weld job the Helljumpers did earlier on, and more were still trying to get through. The perimeter would need to be cleared before the holes could be sealed.

There was the resounding sound of flamethrowers and the Xenomorphs were forced to climb the ceilings and walls to try and escape the barrage of flames. When three of the Xenos had retreated back through the holes McKay jumped down.

"Okay," The officer said. "We have three Xenos and four holes to cover. I want those plugs in the shaft thirty from now."

Even as McKay spoke, Douglas was calculating the exact dimensions of each arch so that the navy techs could fabricate the metal 'plugs' that could be lowered into the shaft, manhandled into position and welded into place. All this while the security team would keep the Xenomorphs at bay. Within a matter of minute's computer generated outlines were lasered onto metal plates, plasma torches lit and the cutting began.

McKay took a good look around as the last xeno ran for cover. Now, finally able to see the surroundings with her own eyes, the company commander realized that the welded structure hadn't been nearly as effective as they thought. She wanted to go look at it, to check the structural integrity of the job, but knew she couldn't, not without putting her life in jeopardy.

"Contact!" One of the soldiers said urgently. "I saw something move."

"Hold your fire," McKay said cautiously, her voice echoing off the walls. "Conserve ammo until absolutely necessary."

As soon as she'd given the 'hold fire' order, a swarm Facehuggers leaped into the shaft followed directly by the six drones.

McKay screamed. "Hold fire! Use only flamethrowers!"

But it was too late as one of the soldiers fired his assault rifle into the parade of monsters and the soldiers next to him, in panic, followed suit and began firing.

Two things happened then, the blood from the wounded and dead Xenomorphs and Facehuggers splashed against the walls and floors and began dissolving the metal. The marine that shot first dropped an empty clip, loaded a fresh one into his rifle and shouldered the weapon to resume fire, the xeno leading the charge leaped fifteen meters into the air, grabbed the soldier and shot it's pharyngeal jaw into the his brain. Then before any of the others could react, the creature climbed the rope like an oversize monkey and raced for the floor above.

Laskey, who was standing on the grating above, aimed his pistol straight down and shot three rounds, but the Xenomorph seemed to almost expect this. It weaved side to side dodging the first two bullets with amazing agility, the third shot hit the drone in the shoulder. Acid blood spattered onto the rope and began melting it, but not before the drone leaped forward onto the grating, grabbed Laskey and throwing him to the chaos below.

The melted wall now gave way beneath the bodies of the dead Xenomorphs and a new swarm of drones and Facehuggers leaped up and entered the fray.

"Fall back to the stairs! Move! Move!" McKay shouted and the soldier next to her fell to a Facehugger. The remaining soldiers turned tail and headed for the stairs, still firing from behind them. The vicious animals rushed behind them up the remaining ropes and towards the stairs after the soldiers.

McKay and her soldiers were dashing forward, not bothering to shoot behind them knowing it would do little to slow the creatures down, all at once they reached the lift and McKay leaped for the button. Gears cranked and the platform was raised at an astounding pace. Only then did the soldiers regain some of their confidence and begin firing down at the Xenomorphs as they began swarming the lower floor. Already they could hear the metal grate being torn open, widening the space that allowed the creatures to enter.

"Drop the bombs!" McKay ordered. Bullets and energy blasts stuttered down as the winch whirred, the soldiers rose and twenty grenades fell down to the bottom floor. Not fragmentation grenades, which would have thrown shrapnel back up at the soldiers, but pulse and plasma grenades, which created small gravity wells trapping xeno and Facehuggers alike before exploding in quick succession. They vaporized a good deal of the creatures, but not enough to make a huge difference, just enough to let them escape.

Douglas, who had been monitoring the situation quickly ordered a support team to the lift exit and began making cuts to new pieces of metal that would eventually be used to seal the bottom floor shut.

Ten minutes later when the lift had reached its destination, the new metal 'plugs' were ready and a larger combat team was already down with four teams of techs. The lower level was blocked without incident and the lift shaft sealed. Not forever though, but for the next day or so, and time was what really mattered.

 **Kay's and Elle's Pov**

After breaking into the Hoon'tak controlled 'Valiant', getting into the munitions room, killing a Hoon'tak security team, they were now making their way to the 'Valiant's' hanger. Their hope was that McKay had left some 'crumbs' behind, a few vehicles they could use to quickly get back to the butte.

 **Wok'gagre's Pov**

"You're sure?" Wok' demanded, his voice slightly distorted by both the radio and the increasing amount of static.

Yes'kadan wasn't sure of anything, other than the fact that the reports flowing in around him were increasingly negative, as Hoon'tak forces came under heavy fire from both the Xenomorphs and the enemy team aboard. Something had caused a rock to form down in the Chaser's gut and made him feel slightly nauseated. But it would never do to say that, not to someone like Wok'gagre, so he lied instead.  
"Yes commander. Based on the reports and looking at the schematics here in the communications center, it looks like the enemies are headed for the hanger and will have little choice but to pass through this hatch."

"Good work Yes'kadan." The Hunter said. "We're setting up now."

For reasons he wasn't entirely sure of, and in spite of his many failings, the Chaser felt a strange sense of affection for the Hunter.  
"Be careful commander. This team is extremely dangerous."

"Don't worry," Wok' replied. "I have a surprise for our adversary. A little something that will even the odds. I'll call you the moment their all dead."

Yes'kadan said, "Yes commander." Heard a click and knew it was the last time he would hear the officer's voice. Not because he believed that Wok' was going to die, but because he believed all of them were about to die.

That's why the low level soldier announced that he was going on a break, left the communications center and never came back.

Shortly thereafter he loaded a day's worth of food plus a tank of fresh water onto a Ray, steered the vehicle out away from the 'Valiant' and immediately found what he had been searching for, a sense of peace. For the first time in many, many days Yes'kadan was happy.

 **Kay's and Elle's Pov**

As the final hatch gave way under Rtas's powerful strikes, Kay felt the shaft they were standing in shake in sympathy.

"That should do it." He announced. The main hanger should be down three levels, let's hurry."

They jumped down the ladder shaft, blasted a soldier caste and turned towards the hatch onto their right. It opened with ease and they ran the length of the passageway. A second door opened directly in front of the large service elevator. Kay heard machinery whir, figured he had triggered a sensor and waited for the elevator lift to arrive. For the first time in hours there was no immediate threat, no imminent danger and the senior agent allowed himself to relax fractionally. It was a mistake.

"Kay!" Elle shouted. "Get back!"

Thanks to the warning the entire team was already backing through the hatch when the lift appeared and the Hoon'tak Hunter, seated in the turret, opened fire.

 **Wok'gagre's Pov**

Special ops officer Wok'gagre fired the turret. The energy cannon took up most of the platform, leaving barely enough room for the Chasers who had helped the Hunter wrestle the weapon aboard. The bolt flared orange, hit the hatch as it started to close and slagged half the door.  
He felt elation as the waves of energy slashed through the air at his targets. Soon, victory would be complete and his position could be restored. Then he'd deal with that tiresome Chaser, Yes'kadan.  
It was going to be a glorious day.

 **Kay's and Elle's Pov**

"Damn!" Kay exclaimed. "Where did that come from?"

"It looks like someone has been tracking us." Elle said grimly. "Now get ready, I'll shoot the cables holding the elevator. You roll a couple of grenades into the shaft."

 **Wok'gagre's Pov**

Wok' saw the energy bolts hit the hatch, experienced a sense of exhilaration as the Allies hurried to escape and felt the platform jerk to a halt. The Hunter had just fired again, just blown what remained of the Allie's cover away, when he saw the human female roll out into the corridor and shoot, not him, but above him. He heard a clank and a snap and the lift started to descend, quickly.

"No!" He shouted desperately lest the enemies escape his clutches again. But it was too late and there was nothing that the Chasers could do as the elevator continued to fall. Then, even as his targets vanished from sight and Wok' railed at his subordinates, a couple grenades tumbled down from above, rattled around the floor, then exploded. The force of the blast lifted the Hoon'tak up and out of his seat, gave him one last look at his opponents and let him fall. He hit with a thud, felt something crunch inside of him and waited for the first glimpses of the paradise beyond.

 **Kay's and Elle's Pov**

The team carefully climbed down the elevator shaft and had little choice but to step into the gore splattered platform below. They exited through a service corridor below. The hanger was straight down the hall. It was mostly empty, except for a few Facehuggers that were quickly dispatched.  
They were in luck, there were a couple of vehicles left. A UNSC Warthog and a Hoon'tak Skif.

"Elle, you Scar and Rtas'Vadam will take the Warthog. Me and the others will take the Skif."

"Kay it'll take you a third longer to reach the butte in that thing."

"Yes but Blue base is under siege by Xenos. You and Scar know how to handle these things and Lopez, Kimbli, Zed and the others are gonna' need your help to come out of this alive."

Elle wanted to say something but couldn't, Kay was right. She swallowed grimly and nodded. She took the wheel, Scar passenger and Rtas' took the back turret. With one last look, Elle hit the gas and spread away towards the Butte.


	25. Chapter 25

**Laurel's Pov**

A two and a half hour ride, scratch that, race over a rough trail laid out by the Helljumpers days ago through dense jungle and rough terrain was all it took for Elle, Scar and Rtas'Vadum to reach the butte. The journey had been far from easy though. Elle had had a lead foot on the gas petal and nearly tore out the suspension on a couple occasions over the rock encrusted trail, not to mention the increasing threat of xeno attacks as they neared closer to the butte. Already Scar had already shot down six soldier castes. But finally the butte was only a few miles away, and things didn't look good.

Small pillars of smoke were rising from holes within the structure and they could see moving objects that glinted in the sun and moved upwards, it soon became apparent that the objects were Xenomorphs looking for alternative ways inside. Some of them would never make it in as a large explosion blew hole the size of a large house out of the butte spilling out smoke and alien monsters alike. Elle willed the Warthog to go faster.

The two soldiers and the young MIB agent tracked up the trail Elle had led the Helljumpers during their capture of the butte all those days ago. The metal door or what was left of it hung loosely by a few bits of shrapnel. Already they could hear the roars and screams of the soldiers within.  
Each of them drew their weapons and prepared themselves as they entered.

"We should head upwards toward the mesa, that's probably where a majority of everyone is."

The journey upwards was even more dangerous than the journey to the butte. Xenomorphs of all different castes and Facehuggers leaped from the ceilings, walls and from shadowed corners. Sometimes groups of the creatures would emerged from some darkened area and the warriors were required to pause and dispatch them.

Finally they were nearing the control room, the door was closed tight that Elle couldn't wedge it open. Rtas' came over and began slamming his shoulder against the metal barrier trying to force it to give. Finally the door caved. The three rushed in weapons at the ready, only to be greeted by a strange but welcomed sight. A group of Allied soldiers was hold up within, including a group of young bloods, some Covenant and UNSC and a small squad of Jee'Dangians including X, wielding the energy sword, ready for the worst.

 **U's Pov**

U didn't know his luck had changed so drastically but he wasn't about to question it as he limped through the hallway. He had expected to live out the rest of his days as a Federation prisoner, which was the best outcome he could've hoped for back in that cell. But lady luck was on his side as not an hour ago the entire brig had been under attack by a pack of strange and terrible creatures with black exoskeletons and large heads. He at first feared being killed by these beasts but in the end the guards and creatures whipped each other out, with the warden and more importantly his keys, falling dead only a few feet away. Now he had another chance for escape and planned on using it.

Panting, but smiling, as he finally reached the top of the butte and more importantly the airships docked there. U jumped into a Pelican started the engines and put the thrusters into full power. The ship began rising from the ground. U turned it in the direction of the Hoon'tak capitol ship. With any luck Alpha would take him back after explaining what had happened.

 **Zeeltor's Pov**

Zeeltor, Jay, Y and the worms looked out their ship's large shield window as the EMP shield around 'Genesis' blinked blue, then white and fizzled out altogether. After days of constant work Zeeltore and the officers on board the Yuatja mothership had finally managed to bring down 'Genesis's protective shield.

The Hoon'tak forces around the planet had been defeated two days ago, already some of the Allied ships had returned to their home planets to bring back the wounded and damaged ships and to re-supply. Many of the captured vessels had been brought aboard the capitol ships, returned to their home planets or back to MIB headquarters. In fact it was most likely that only Zeeltore, Jay, Y the worms and Zeeltor's Unngoy guards were the last MIB personnel left in the war zone.

The doctor quickly grabbed his vid-link and opened a com-channel to Kay. His link opened and he saw the veteran agent shooting at something off screen. The doctor could hear the horrible screams and roars in the background.

By the look of things Kay had made it back to the butte. The agent turned to face Zeeltor, his face was bruised and was bleeding from a gash above his right eye. His visor was cracked and his armor was partially melted in three different places.

"Agent Kay the EMP shield is down, I can send in some ships to pi-"

"NO!" Kay shouted suddenly, making the doctor jump. "Sending any ships here would mean the infestation and demise of everyone in the Allied Federation. We can't let the Xenomorphs escape 'Genesis'."

"Then what do I do? I can't leave you all on that planet to die!" Zeeltor was officially out of ideas. The entire situation seemed so completely hopeless, and he couldn't bear to see any more of his friends die.

"Zeeltor listen carefully. Patch me through a com channel to the remaining soldiers. I'm going to gather everyone to the top of the butte and try to clear out the remaining xenos. I want you to get to the Yuatja mothership and see if their slip-space engine is still online."

Zeeltor nodded and quickly typed in a few buttons and opened a broad com channel over the planet, he nodded to Kay. Zeeltor pocketed the vid-link and turned to Y. He had to hurry. If there was a chance he could save his friends he was damned sure gonna' go for it.

 **Kay's Pov**

Kay offed his com-link. That was everyone. Now all they had to do was climb fifty stories of Xeno infested tunnels to the top of the butte, secure the area and get the hell 'outta there. Not too big of a request considering all they've been through. He turned to his left just in time to see a Facehugger hurtling through the air at him. It burst suddenly a few inches from his face as the air was filled with the sound of gunfire.

Kay's rifle rested at his side where it hadn't moved from. Council Adviser Kimbli stood in the doorway, Magnum Pistol hot in hand, a thin trail of smoke emanating from the muzzle.  
Kay looked at him with mild surprise, then down at the dead Facehugger. Acid blood oozed from the bullet holes and began eating through the metal floor.  
"Nice shooting." Kay thanked him.

"Thanks." Kimbli responded.

"What the hell was all that about?" Shouted a familiar voice. Zed rushed down the hall towards where he'd heard the commotion.

"Kay!" He exclaimed and then smiled.

"Zed." Kay smiled back.

Kimbli cleared his throat. "I hate to interrupt, but how are we supposed to get off this gods forsaken rock? I got your message but I don't quite follow."

"We need to get to the top of the butte and secure it. Then we eliminate the remaining xenos and wait for Zeeltor's call and hope that the Yuatja capitol ship's slip-space generator is still functional."

"Well then what are we waiting around here for." Zed chipped in. The three held their weapons at the ready and started their trek to the top.

They continued on turning corners, wasting Xenomorphs as they went. There was a close call when a warrior caste dropped from the ceiling and landed on Kimbli, effectively pinning him. The Magnum pistol slipped from his hand and slid across the floor. Zed took aim, but with Kimbli in the line of fire he couldn't risk shooting him or spilling acid blood.

The council adviser grabbed the Xeno's jaws and tried to push the beast off him. The creature hissed and snapped its pharyngeal jaws, nearly taking out Kimbli's left eye. The Xenomorph began whipping its bladed tail trying to skewer him. Kay rushed up from behind and rammed the butt of his rifle into the Xeno's skull. It was stunned long enough for Kay to kick it away and shoot three precise shots into beast. All this happened within a matter of a few seconds.  
Zed helped Kimbli to his feet. The grand council adviser looked down at himself. His expensive robes had been abandoned long ago for a Jee'Dangian uniform that too was now shredded, torn and now covered with a fresh coat of xeno saliva. He carelessly wiped his hands off on his tattered clothing. He wished now he had a tougher uniform or some UNSC grade armor like Kay and Zed had.

As they continued on through the maze of corridors, they stopped at one in particular. The floors and ceilings had been completely melted through five levels, and the remains of bodies littered the area. A platoon of UNSC, a Yuatja warrior or at least his leg, a Kig-Yar hung midair a tangle of wires wrapped around his neck. A Sangheili was on the floor, hanging over the hole, his fingers digging into the metal grate. They rushed to see if he was still alive, but froze as they realized his lower half was missing. His intestines and a few other unfamiliar organs clung from his empty midsection.

When they looked beyond the sickening sight they saw there were at least a hundred mutilated bodies, individual parts, limbs twisted in unnatural angles, broken jagged bones that stuck through the flesh and entire bodies ripped open strewing their insides onto those below. The entire place was choked with the thick, wet stench of death that clogged their noses and settled on their tongues. The three paled. Kimbli retched, emptying his stomach onto the floor.

"Come on." Kay said grimly. "There's nothing we can do for them now." They turned and fled.

The group back tracked a ways and searched for an alternate route up.  
Zed froze and motioned for the others to stop. He pointed to a corner wall where a group of pale shadows were being cast by unknown entities, they heard movement, like shuffling. Was it more xenos or a group of surviving Hoon'tak?

Kay readied his rifle and spun around the corner. Only to find a rifle pointed at him. And staring from behind it was X. They both lowered their weapons.

"It's okay they're friendlies!" X called back. Around another corner came Rtas'Vadum, Scar, Laurel, a few Unggoy a Kig-Yar and a squad of Jeen'Dnangian.

Laurel smiled. "You're all okay."

Zed chuckled. "Well I wouldn't say okay, but we're alive."

Her armor was burned in a couple of places and she was cut, scraped and bruised.  
Kay noticed she was favoring her right leg. "What happened to your ankle?"

She glanced down. "Twisted it while fighting a pack of xenos after meeting up with X and the others. I can still run, but I won't be winning any marathons." She smiled again.

"Anything down that way?" X motioned the way the trio had just came from.

"Believe me you don't want to know." Kimbli said grimly while shaking his head.

X nodded understandably.

"Any sign of Lopez?" Kimbli asked.

Elle nodded. "She's already at the top with the Arbiter."

"So let's get going before she has all the fun." X said raising his Energy Sword.

They all nodded and headed off.

They reached the top of the butte just in time to see a captured Skif that was literately crawling with Xenomorphs crash into the ground and erupt into a cloud of smoke and fire.

A group of Covenant were surrounded by a pack of soldier castes and it looked like the end for them, when Lopez led a platoon of her Helljumpers and a few Yuatja warriors into the fray. The Yuatjas stabbed and speared the monsters with combi-sticks and razor whips while the Helljumpers made Swiss cheese out of them. With the open opportunity the Covenant charged back weapons hot. Elle could now clearly see all the warriors and immediately recognized the Arbiter Thel'Vadam.

"Come on." She turned to the others. "Let's get in there!" A fire was lit deep inside, that filled her with fortitude and a thirst for battle. The warrior she was, was re-awaken.

 **U's Pov**

U smiled widely and pushed the throttle of the Pelican forward, towards the Hook'tak capitol ship hanging in the air directly in front of him.  
He'd just got off the comm with Alpha who, despite his anger at the former agent's failures, agreed to take him back. Alpha had clearly stated that it was only U's knowledge of MIB's that was keeping him alive. But U could've cared less, he was getting off this planet. He was going to survive.

U made a couple slight adjustments to his trajectory when he heard a hissing behind his chair. Turning to see if a pipeline or a tubeline had come loose U came face to face with the bared teeth of soldier caste xenomorph. His mind was frozen for a long second as he stared at the snarling beast before he turned back to reach for his sidearm.

 **Alpha's Pov**

Alpha couldn't decide of which he was more of, absolutely furious or utterly vanquished. Vanquished because the entire effort, the entire war was an absolute failure. No scratch that it was worse than a failure because the end result was the ultimate destruction of an empire that was he greatly dependent on. All of his allies and connections that had been carefully cultured throughout the years were now completely worthless.  
Absolutely furious because his plan should have worked, that this war could have been avoided and the Federation destroyed all because one agent went A-wall one day too soon. It was enough to drive a person to insanity.

The only good thing to come out of this entire effort, which still paled in comparison to what should have happened, was that Alpha was still in control of the Hoon'tak capitol ship, and judging from the distress calls from other Hoon'tak vessels outside the solar system the reminder of the invasion force now looked to him for leadership.  
He didn't have the Earth, but he did have a rather decent sized flock of Hoon'tak ships at his command and disposal, so perhaps there was some hope.

Alpha was sitting in the bridge of the ship mulling all of this over as he awaited the last of his to dock. Former agent U, Alpha was surprised to hear from him again as he suspected the former agent was dead or captured. At first Alpha wanted nothing more than to end his life himself but then was forced to re-think the decision as he was reminded of his loss in numbers.

"Agent U is preparing to dock sir." The Hoon'tak pilot said.

Alpha nodded while watching the approaching Pelican. "Good, prepare to jump into slip-space as soon as he is and all hatches are secured."

The pilot nodded.

Alpha looked down to read the latest report, more news about the imminent failure, when a Hoon'tak technician shouted, getting his attention.  
Alpha looked up to see the Pelican now wobbling sporadically mid-air and flying full throttle forward, towards the view port. He had only enough time to curse before the ship slammed through the three foot thick glass and into the bridge.

 **Laurel's Pov**

She rushed in armor glinting, spear raised. A xeno leaped to meet her challenge, claws at the ready. Laurel side stepped and thrusted her spear forward. With one graceful movement she impaled the Xenomorph through the chest. She spun, tossed the dead alien off her spear and into a fast approaching drone caste. Elle swung her combi-staff horizontally and took off a soldier caste's upper jaw. This was what the she had been trained to do, what the Karepta clan had prepared her for.

She felt adrenaline rushing through her veins and in some strange way felt a part of herself enjoy this, not the war, but the hunt. She had never forgotten the skills the clan had taught her, they had slept soundly for years until know, reawakened. And the others were fighting just as valiantly.  
Zed, Kay and X were busy filling xeno after xeno with lead, spilling their acid blood. Kimbli had joined a group of Kig-Yars who were currently cornering a group of drones. Scar and Rtas' were rushing through the chaos slaughtering many of the beasts as they went.

A xeno suddenly pinned X to the ground. With blind furry Laurel rushed it, memories of an all too familiar death running through her mind. She had already lost one partner to these bastard monsters and she wasn't about to let that happen again. Elle grabbed the Xenomorph's tail, cutting her hand in the process, and threw the monster into the air. It landed hard with an audible smack and before it could even get to its feet Elle's spear impaled it through its elongated skull.  
X stared in stunned silence. He made a mental note not to ever piss her off again. She offered her and helped him to his feet.

"Your hand." He pointed to the trickling drops crimson that dripped from her fingers.

Elle examined it, a vertical gash stretched from her index finger down to her palm, which was bleeding freely. She looked back to her partner unconcerned. With all the adrenaline rushing through her veins she couldn't even feel it. "It's not very deep."

X on the other hand looked very concerned. He ripped a strip of cloth from his suit. "Give me your hand."

She did as she was told and watch as X wrapped the cloth around the injury. "Thanks." She said a little awkwardly.

He nodded.

An enormous boom followed by a shock wave tore through the air, silencing everything on the butte and momentarily halting the fight. Everyone turned to look out into the horizon at the source of the explosion. It was the Hoon'tak capital ship that was now going up, or rather down in flames. The ship spiraled downwards towards the ground, towards the 'Valiant'. The resounding explosion from the ship to ship crash sent a mushroom cloud of smoke and dust into the air.

The ensuing silence lasted only seconds, for as soon as the explosion died down the fight was back on.

Just then there was a loud bang. It was like someone hitting a tank with a sledge hammer. A metal trap door which led to lower levels was thrown suddenly into the air like a rocket. It landed with a huge 'bam'. Out from the bowels of the structure an enormous creature burst forth. Deep black skin with thick strong legs, a powerful bladed tail and an enormous shield like head crest.

Scar roared in his native tongue.

"Lookout! It's a Praetorian Xenomorph!" Elle shouted for those who couldn't understand. She noticed the large burn scars over its body and guessed that this Praetorian was a survivor of the red matriarch's nest.

 **Lopez's Pov**

The remaining drones and soldier castes began a secondary attack with their new reinforcement. The Praetorian locked onto a group of UNSC soldiers and charged. The UNSC opened fire, but the bullets ricochet harmlessly off the Praetorian's thick carapace. The large Xeno smashed its crest against the humans and then into the wall. A sickening crunching sound filled the air as the soldiers were quickly crushed to death. The Praetorian turned to find new targets. What was left of the soldiers was a pile of bloody twisted limbs and mashed up body parts.

"YOU SONOVA BITCH!" Lopez yelled. She opened fire and unloaded her ammunition into the Praetorian's scared backside. Razor shots ripped through the softer flesh of its back, spilling bright green blood which ate through the floor below.

Letting out a roar of pain and rage the Praetorian turned and charged Lopez. But the general stood her ground and continued firing. The beast was closing and gaining speed with every step. Lopez prepared herself for what was to come, a large figure rushed to her side and knocked her out of harm's way.

 **Thel'Vadam's Pov**

The plasma splashed against the hard shell, burning but not seriously injuring the closing monster. Throwing down the useless weapon he raised his arms just in time to catch the blunt of the force and was pushed back. He growled in pain as his left shoulder was dislocated and at least three ribs were broken.  
The Praetorian began thrashing, claws slashing his lower body, while it bucked its large head trying again and again to crush him under its weight. Thel'Vadam kicked its injured abdomen, acid blood splashing against his leg.

The Praetorian threw itself off the Sangheili howling in pain.

Using his good arm Thel' grabbed his energy sword. Ignoring the pain coursing through his body The Arbiter stood and slashed at the Xeno, severing a chunk of its head crest. But before he could strike again, the Praetorian's bladed tail whipped around and pierced the Thel's gleaming armor, entered through his chest and exited through his back.

 **Laurel's Pov**

Everything seemed to move in slow motion. Thel'Vadam had pushed Lopez out of the way and took the tremendous blow from the Praetorian. He then began fighting back, managing to kick the Xeno off him and get his sword out.

But then the Praetorian's tail stabbed straight through his chest, impaling him. The Thel' was now lying on his back in a growing pool of his own florescent blue blood with the Praetorian leering over him, preparing to make the kill.

A violent roar tore through the crowd as the Sangheili, Yuatja, Lopez, Scar, Laurel, Rtas'Vadam and X charged the Praetorian. The other Xenomorphs fell below the unexpected charge and the mob's rage.

The mob surrounded and made quick work of the Praetorian. Automatic weapons tore through its flesh and energy swords disassembling its body. Those who didn't have guns stabbed at it with survival knives and beat at it with any random rubble they could find. Soon the beast was still as its bodily fluids ate through the metal flooring, leaving a gaping hole.

Elle rushed to the Arbiter's side. His breath was ragged, trails of blue blood were trickling down from his mouth. The gaping hole in his chest where the bladed tail had been was flowing torrents.

She fell to her knees beside her fallen friend with tears running down her face. She held Thel's large hand in her smaller ones. "You will not die brother! Do you hear me brother, you will not die!" She sobbed.

The Thel'Vadam looked to her, his eyes peaceful and calm. He placed his hand on her shoulder. "Do not weep for me sister. I could not have asked for a more glorious death."

Lopez stood behind Laurel. "Why did you do that?" She demanded quietly.

He looked to her. "I feel you would have done the same."

Lopez turned her eyes to the ground in shame.

Thel'Vadam looked back to Laurel. "I have fought many great battles, but none so glorious as this great war." He gripped her shoulder more tightly. "I fought with many great warriors and I have returned honor to the title of Aribiter. I could never have wished for such an exalted death and I am proud to have fought at your side sister." He motioned Rtas'Vadum forward. Picking up his nearby fallen sword he placed it firmly into Rtas's hands. "Lead...the Sangheili." With that Thel'Vadam exhaled deeply and closed his eyes for the last time.

"He has achieved transcendence." Rtas' said in a whisper.

Everyone fell silent. Laurel choked back a sob as she looked at the lifeless body of the once great warrior. A firm hand was placed on her shoulder. She turned and saw X, his face hard but his eyes full of sorrow. He pulled her to her feet and embraced her tightly. A few loose tears trailed down her face, he carefully wiped them away.

Kay's communicator beeped. He activated it and Zeeltor's face appeared.

"Agent Kay the Yuatja's slip-space drive is still online and I think I can transport you all back to MIB headquarters by focusing a slip-space field around your position. We've locked onto your coordinates and we're in the process of focusing a tight beam of slip-space energy on your location and open a slip-space portal around you and should transport you all back to MIB."

"How big of a portal are we talking, what's the diameter?" Kay asked.

"About a hundred yards."

"Zeeltor give us five minutes to double check and secure the area befor-"

"There's no time! You have exactly fifty five seconds to get everyone together before the portal opens and the entire fleet goes with it!"

Kay didn't like it. There were too many risks to this plan. But leaving everyone stuck on the monster infested planet to die was out of the question.

"Alright I'll gather everyone together. Kay out." He pocketed the vid-link and turned to everyone. There was at least a few hundred soldiers left who were just finishing off the last pack of drone castes.

"Listen up! We're getting outta' here, but we gotta' move fast! Bring everyone together in the center here! Put the wounded in the middle!" Everyone worked fats to be ready.

Laurel turned to Rtas'Vadum and Scar. "Help me move Thel's body. He deserves a proper burial."

They nodded and with the help of a few other Elites they brought the former Arbiter into the mass of warriors. As they passed the gaping hole where the Praetorian's body had melted through the metal, there was the faintest of hissing, quiet as the wind. Elle strained to listen more carefully, but it was nearly impossible over the combined sound of everyone.

"Ten seconds!" Kay called over the commotion.

She looked back at the hole and swore she saw something shift in the darkness below her feet. But as the air began to bubble with energy she turned her attention away.

A bright blue light flashed out of thin air engulfing them all. Elle shut her eyes from the brightness. She suddenly had the feeling weightlessness, as if she was flowing through a cold river, her hands and legs went numb and she no longer felt the need to breathe. Then as suddenly as the feeling came it vanished. Her lungs once more demanded her to take in a breath of air. Her hands and legs filled with pins and needles as she inhaled. Wait a minute, she thought. She knew that smell. The smell of linoleum floor cleaner and sterilizer. Opening her eyes Elle found herself standing in the MIB lobby along with everyone else.  
She was home, after all she had been through she was home. Kay's voice interrupted her happy thoughts.  
"Spread out, check everywhere. Make sure nothing came back with us."


	26. Chapter 26

**Laurel's Pov**

"Spread out, check everywhere. Make sure nothing came back with us."

Everyone began to fan out heading up and down stairwells, weapons at the ready. X heard the elevator moving down towards their level. He took aim. The doors opened with a ding and out stepped Zeeltor.

"You all made it!" The doctor exclaimed with a smile. "I was worried that some of you would get lost along the way."

X gave a smug smile. "Hmph, we can handle ourselves. But I think you need to take a look at Elle's ankle. Don't want MIB's finest to trip during the celebration." The last sentence was thick with sarcasm.

Elle rolled her eyes. Here we go again, she thought and looked elsewhere.

Something caught her eye, a water cooler on the other side of the room. The water was rippling. Strange, she hadn't noticed anyone pass anywhere near it. She figured it was just the force of the slip-space jump, perhaps caused by the slip-space portal.  
The water stilled and for a few seconds and nothing happened. Then the water rippled again, tiny waves splashed against the side of the container. The water stilled then rippled again, but this time a slight tremor made its way up from the ground through the cooler. Elle placed her hand onto the linoleum tiles.

X noticed this and gave her a weird look. "What are you doing?"

There wasn't time to answer as a third tremor shook the entire level with a muffled thud. "What the-" The linoleum cracked beneath their feet.

"Move!" She shouted.

The floor dented upward, causing a dome of shattered tiles to crack the floor.  
Finally the tiles gave way with one last tremor, and an enormous head pushed through the floor followed by an even larger body and tail. It stood at thirty feet high and sixty-five feet head to tail. A huge smooth head crest, a tail with multiple blades, four forearms with five inch claws and two long powerful back legs. Its skin was a reddish brown tone. It opened its mouth to and showcased three rows of long razor sharp teeth, extending a pharyngeal jaw to sniff the air around it.  
It was the red matriarch from the vault her and Kay blew all to hell.

The matriarch turned and focused itss sight upon her. It gave a low threatening hiss. Yup, this is definitely the same queen, she thought. She remembered stories saying that the only thing a queen Xenomorph craves more than blood is revenge. A queen would even give her life to track down and kill anything that harmed their hive, even give up the chance to start a new hive. The matriarch must have tracked her all the way to the butte and then gotten caught in the slip-space field. And boy did she look pissed.

"ELLE RUN!" X shouted.

Scar roared and he, Rtas' and X charged the red queen, weapons spitting plasma and hot lead.

The matriarch glanced at them in annoyance. With a flick of her tail she smashed the broad side of her blade against them, sending them hurtling into the wall hard.

Elle fumbled with her combi-stick taking her eyes off the Xeno for a moment. She looked up only to have the red queen's large head crest smash into her front sending her flying backwards. Elle landed hard on her back, smacking her head on the floor. Her spear slid across the tiles to other end of the hall. The wind knocked out of her, she tried inhale. Her chest ached with a terrible sharp pain. Her ribs either cracked or broken, a trail of blood ran the down the side of her face. The room was spinning and all she wanted was to slip into sleep, but to stay down would be to die. She could hear the heavy footfalls of the advancing beast as the red matriarch came after her.

Stumbling to her feet she felt adrenaline begin to pump through her veins and her vision began to clear, the matriarch was practically on top of her then.  
Elle took off for the opposite direction, but was not fast enough to avoid the queen's claws that raked her back, calves and lower thighs. It hurt like hell but the adrenaline numbed most of the pain.

Running as fast as she could with her bloody legs and injured ankle, the red matriarch closing in behind her demanding her blood. Laurel spotted her spear ahead. With the possibility of survival she swallowed her pain and tried to speed up, she ran faster than she'd ever ran in her entire life, but the matriarch was not about to be cheated out of her chance at vengeance. She whipped her long sharp tail to try and catch the human.

Elle saw the flash of the Xenomorph's tail blade, but didn't possess the ability to stop. Instead of mind crippling pain, it felt as if her abdomen had been dropped into a tub of ice. There was a splash and she knew instantly that something was very wrong. As she continued to run she reached down and thought she was going to be sick. From her belly button around to the middle of her lower back was sliced open, immediately she tried to hold the wound together to prevent her insides from spilling out. Elle was almost to her combi-stick, but the matriarch was almost to her. Again she felt the searing pain as the sharp claws raking her back, tearing armor and flesh alike. A few feet from salvation and she felt her ankle bone snap like dry wood, in a last ditch effort she lunged at the spear with all her strength.

One chance, one chance was all that separated her from certain death. Grabbing the spear she rolled and turned, extending the weapon to its full length, aimed at the advancing queen and prepared herself. With no time to stop the matriarch ran straight into the combi-stick impaling herself through the head and neck. She shrieked and reached for Laurel.

Elle gritted her teeth and braced herself against the enormous monster. The gash on her hand began bleeding through the makeshift bandage.  
The matriarch drove herself further onto the combi-stick desperate to kill, claws slashing at Elle's arms and cutting a deep gash into her forehead. She summoned up what strength she had left and pushed the spear deeper. The red matriarch shrieked in pain and with one last desperate attempt, drove her bladed tail into Elle's shoulder.

Finally the spear pierced something vital, the thrashing claws stilled and the Xenomorph fell silent. Laurel shifted as the full weight of the creature dropped onto the spear, pushing the body away to the side, then collapsed to the ground. As the adrenaline left her blood stream she began to feel the full extent of her injuries. Her gashes burned like hot coals, her chest felt as if it had a steam roller crushing it, her midsection flowed with liters of blood, and the edges of her vision were going black.  
In seconds she was lying in a growing pool of red.

She heard muffled voices around her. Kay, X, Scar, Rtas'Vadum and Zeeltor were next to her now. Kay elevated her head, for once in her life he actually looked scared and had tears in his eyes. X was holding her hands and was saying something over and over again. But it was as if they were moving at super speeds, her eyes hardly keeping up with everything. Rtas' scooped her up into his arms and started down the hall with the others in tow. She had never been so exhausted before. She couldn't help it any longer, her eyes closed and darkness consumed her.

 **X's Pov**

X came to with a massive headache to see Zeeltor standing over him looking desperate. He groaned and got to his feet. Scar and Rtas'Vadum were lying unconscious not far from where he was.

"We have to hurry agent X! We don't have much time!"

X was confused. What had happened? "What-" He was cut off by a loud shrieking roar. Then it hit him.

"Elle!" He rushed to Scar, trying to shake him awake. Zeeltor did the same with Rtas'Vadum.

"Come on, wake up! Wake up!" Scar opened his eyes and lifted his head shaking it slightly, Rtas' groaned. A louder more desperate shriek echoed through the building. They all jumped to their feet, and ran towards the hall.

Kay ran up the stairwell, rifle at the ready. "What's going on?"

"No time, just hurry!" X yelled. Kay wasn't one to fly blind, but from X's desperate tone and the urgency of his words Kay followed quickly.

What they saw stopped their hearts. The red matriarch lay dead at the other side of the hall, acid blood seeping through the linoleum flooring. Elle lay motionless in a pool of her own blood. They ran to her. Her eyes were half closed as she took short shallow breaths, her injuries were terrible, she was cut everywhere and the Xeno's tail was embedded in her shoulder.

Kay dropped to his knees, he took her head into his lap and it seemed all he could do to keep from crying. X took her hands and squeezed them tightly, they were pale and far too cold to the touch.

"You're going to be okay Laurel! Understand me? You're going to be okay!" His voice was shaking.

Zeeltor gasped at her condition. "Quickly, we have to get her to the lab immediately!" Scar took out his dagger and sliced through the fleshy area of the tail, separating the blade from the rest of the Xeno, being careful not to spill any acid blood onto her. They would have to remove the blade from her shoulder later, she had already lost too much blood. Rtas' carefully scooped her into his arms and Zeeltor lead the way to the lab.

Zeeltor told Kay, X and Scar to stay outside the lab when Rtas' carried her in and Zeeltor called for medical assistance. X threw a fit, but Kay managed to calm him down a bit. Three UNSC medics along with a Yuatja healer rushed into the lab not moments later.

X paced impatiently outside the door. "We have to do something, she needs us!" He shouted for all to hear.

"There's nothing we can do." Kay reasoned. "If we go in there bumbling around we'll do more harm than good."

X was at a loss for words. Kay was right, but that didn't help him. He had never felt so helpless before. His partner was facing death itself and all he could do was pace around.

He remembered he'd never even thanked her for that talk they had days before, he'd didn't know it then but she'd saved his life. She made him realized that his life had meaning, that he had a purpose, to fight and protect others from the scum of the universe like the Hoon'tak or those fucking monstrous Xenomorphs. It was that moment that there was a real chance he would never see Elle alive again. He may never be able to talk or argue with her again, he had never admitted it but he enjoyed their argument. It was a comfort to know she was always there to make a snappy comeback or yell at him when he really needed it, that he wasn't alone. Back at Jee'Dang he'd had many partners, but they all gave up on him, said they couldn't handle a loose cannon like him. But not Elle, she stuck through the good and the bad. But that could be all over. He never even wished her a happy birthday weeks earlier.  
X was pulled out of his thoughts by the sound of shouting.

"Quickly she's going critical!" Without thinking X rushed through the lab doors.

"X!" He heard Kay shout and followed him in.

 **Laurel's Pov**

Darkness surrounded her. Where was she, what happened? She couldn't remember anything. All she knew was that she was so tired. She felt like she was somehow separated from herself, that she was just hanging on by a thread.

In the opposite direction there was nothing, a quite peaceful silence that beckoned to her. But for some reason her instincts told her to hang on, to stay away from the eternal peacefulness. But why? She was just so tired and had no memory what had happened now or ever. Why not let go and finally rest?  
The thread she was hanging on to seemed to get thinner and weaker. But still something told her not to let go, that whatever happens hang on. Exhaustion was setting in, every second she was getting weaker and weaker. Then suddenly, the thread was gone and she was free falling towards that peaceful nothingness. She felt so weak and helpless.

'Then you believe X was right about you?' A voice spoke into her ear.

She knew that voice so well. 'Thel'?' She thought because she could not speak here. 'No X wasn't right, just look at what we've accomplished.' X!  
It all came flooding back. Alpha, the Hoon'tak, Scar, Centurie, Lopez, Rtas', Thel' and fighting off the Xenomorphs.  
She couldn't give up, not now, not when she'd come so far. She was no longer floating towards the quiet, someone was pushing her back, pushing her towards the thread. She reached out with everything she had, with everything she was. Reached out until she felt the thread once more. She grabbed it and held on with all her strength. The thread grew stronger and thicker until she felt herself being pulled whole again. The presence she had felt now drifted back into the eternal peacefulness.

 **X's Pov**

"Quickly she's going critical!" Without thinking X rushed through the lab doors.

"X!" He heard Kay shout and followed him in along with Scar.

Doctors were running to and fro frantically. Zeeltor and the Yuatja healer blocked X's view of Elle.

"How is she, what's going on?" X asked desperately.

Zeeltor turned to them, his face grim. "Not good." There was a loud beeping from one of the machines and the doctor turned back.  
"Quickly give me twenty CC's of Diazepam!" A medic handed him a needle filled with a blue liquid. X winced as Zeeltor pushed the needle into Elle's chest. Her heart rate began to drop again.

Kay and X watched helplessly as the medics continued to work for twenty long minutes before Laurel 's heart rate finally flat lined and wouldn't rise.  
"What's happened?" X asked desperately.

Zeeltor shook his head sadly. "Her injuries were too severe. There wasn't enough time."

It felt as if the air had been knocked out of him. X turned to Kay, desperately wanting the senior agent to do something, anything. Kay stood facing the wall, his fists clenched refusing to look at anyone. X looked back at Elle's body. Most of her wounds had been treated. She had hundreds of stitches in her mid-section alone. The bladed tail had been removed from shoulder, the wound was filled in with bio-foam and stitches. No one said anything, it didn't feel right to speak a word when she would never say anything ever again.

Zed, Kimbli and Lopez entered panting and out of breath.

"We heard Elle was in here with serious injuries, how is she?" Zed asked with concern.

Kay refused to turn to face any of them.

Kimlbi caught sight of her still body. "Oh no." He said with dismay.

"Goddamn monsters." Lopez seethed. "Kid died a hero."

X started for the door, he couldn't be here right now. He pushed it open, when there was a quite 'beep'. He paused. A second 'beep', then a third came from one of the machines. He turned to see the heart monitor 'beep' and begin to pick up a steady pulse.

One of the medics gasped. "Look."

Slowly but surely Elle's heart rate climbed until it was a steady heartbeat readout on the monitor. "I'm reading brain activity." They said in shock.

Zeeltor was stunned. "I don't believe it, this defies all medical science." Shaking his head in disbelief. "Let's hurry and finish treating her wounds."

 **Laurel's Pov**

Pain. Pain, pain, pain, pain, pain. As the fog in her mind dissipated she was hit with wave after wave of excruciating pain, and for once in her life she wished for numbness.

With every moment she became more alert. She could now tell lying on her back on a bed. Parts of her body were wrapped tightly in what felt like linen gauss. She felt something warm and soft on her hand, curling her fingers around it she groaned and tried to lift her head. There was what sounded like a gasp, the warm thing left her grasp and she heard footsteps echoing away.

 **X's Pov**

Another day and still no sign of her coming too. He was beginning to wonder if she'd ever wake up, or if she would remain in this coma forever. He rested his head on the edge of the bed, placing a hand on her still one.

"Please just...wake up." He said quietly. He closed his eyes.

X opened his eyes and realized he'd fallen asleep. Not surprising, he'd refused to leave Elle all alone in the lab while Zeeltor tended to the other injured soldiers. Yawning he wondered what had awoken him in now quiet room. He heard a groan. Looking up he saw Laurel shift and try to raise her head. Jumping out of his seat he ran to the lobby where everyone was discussing recent events.

"She's waking up!" He shouted excitedly. The others jumped in surprise at X's sudden outburst.

"What?" Jay asked confused.

"She's waking up!"

Their eyes widened in surprise.

Kay turned to Jay. "Jay go get Zed." The young agent nodded and headed off. The others went straight to the lab.

 **Laurel's Pov**

Elle tried to open her eyes, her eye lids felt like heavy stone slabs. There was a bright light shining above making her squint. When she attempted to raise her arm to shield her eyes a white hot pain shot up her shoulder nearly making her cry out. Blinking rapidly her eyes began to adjust to the harsh light. She was in the MIB lab, lying on a hospital bed.

Laurel looked and saw that her shoulder was bandaged, she touched it lightly and recoiled in pain. Everything hurt. Her ankle was killing her, her legs stung as if covered in acid, her muscles ached something terrible, her back burned, her middle felt as someone was repeatedly stabbing her, her entire body felt like it was full of fire ants and her head throbbed making her a little dizzy.

The lab door burst open and in came X, Zeeltor, Kay, Rtas', Scar and the Worms.

X was at her side immediately looking very concerned for his partner. "How do you feel?"

She smiled weakly and tried to sit up. "Hard to say I-Argh!" She grabbed her side in pain.

"Lay down agent Elle. Your injuries are still quite severe." Zeeltor said sternly pushing through the crowd. "Honestly it would be easier to count your bones that aren't broken."

The lab doors swung open again and Jay, Zed, Lopez and Kimbli entered.  
"Kid you're awake, how do feel?" Zed asked.

"Well I'm not dead."

Lopez snickered. "Not completely true."

Elle gave a confused look.

Zeeltor decided to explain. "When we first brought you here after the attack, your heart rate flat lined. You were clinically dead for four minutes and twenty seconds."

She must have looked shocked because Jay piped in. "But you pulled through like it was nothin'."

"Oh." Was all she could say for a minute. "Was anyone else hurt?"

Zed shook his head. "I still don't know how you managed it, taking down that thing. We've almost completely removed the body from the corridor."

"How long have I been out?" She asked rather surprised.

"About a week and a half. We're still trying to figure out what to do with the body. The Sangheili want to burn it to honor of winning the Great War, but the Yuatja believe it's a trophy that belongs to you since you killed it."

"Wait, you mean everyone's still here?"

X nodded.

Laurel was pretty shocked. She thought that in the time she was out everyone would return to their own planets or continue to hunt the Hoon'tak into extinction.

"What about the Hoon'tak? Is anyone going after them? 'Karepta, the Federation, and the Arbit-" She stopped short, remembering her friend's death.

Kimbli felt it was about time he spoke up. "The Federation captured the Hoon'tak home planet three days ago. A specialized task force is finishing off the last of their forces and freeing all those who were enslaved under their tyrannical rule." He paused to allow it all to sink in. "As for the Arbiter and all those who fell in battle, we're organizing a mass funeral in a few weeks. Which reminds me I have a report to write. It is good to see you awake agent Elle. Zed." Kimbli said his goodbye and left.

Lopez suddenly snapped her fingers. "I gotta' get something to. Don't die while I'm gone kid." Lopez exited as well.

Zed turned to the worms. "Don't you boys have something for her?"

"Oh yeah!" They chorused. Walking up to her bedside, the small pale aliens handed her a small bundled clothe. Inside was a rather large dagger made from the exoskeleton of the red matriarch. It was beautifully made, carved with intricate symbols of the Yautja, New Covenant and many other alien races.

"It's beautiful." She admired its fine work. "But where's it from?"

Zed smiled. "The worms here got a hold of a chunk of the creature's exoskeleton and had Scar carve it into something they thought you'd like. After that the leaders of everyone involved in the war or who was captured by the Hoon'tak put the markings of their people on it. I'd say more than twenty different races owe you and X their thanks. Now if you'll excuse me I have paperwork to fill out myself. No doubt Lin'dun's going to want to hear about this. Get some rest Elle."

Elle said goodbye as he exited and placed the dagger on the table next to her bed.

Scar did his version of a smile and clicked his mandibles. "I get healing stew."

"Good idea." Said Zeeltor, adjusting the settings on her IV. "Your very lucky agent Elle. Both your ankle and shoulder are broken, your still recovering from a concussion. You have multiple deep gashes on your back and legs and a severe incision in your midsection. Not to mention you tore a few muscle ligaments. You're lucky to be alive." He lectured. "We were unsure if you were going to make it the first three days. But X never left your side for a moment, but after the fourth day your vitals finally stabilized."

X blushed deeply and looked like he was about to strangle Zeeltore when Scar returned with a bowl of steaming green goo.  
"Drink all of it."

"She doesn't want that slop." Remarked Lopez as she re-entered the lab. She was carrying a large bowl of vanilla ice cream topped with hot fudge, rainbow sprinkles, whipped cream and a cherry. Elle thought she was going to cry at the sight, having had nothing but army rations for days.

"Just like I promised kid. Sorry it took so long, but I promised ice cream and 'Momma Lopez' always delivers." She went to hand Elle the bowl but Zeeltor intercepted it.

"Frozen lactose coated in coco extract, cream and sugar. I don't think so. Agent Elle needs complex carbohydrates, proteins, vitamins and minerals if she's going to recover properly."

Lopez snatched the bowl back. "Hey I promised ice cream and 'Momma Lopez' don't break promises. Besides she's earned it."

"I don't disagree that agent Elle's actions were nothing short of heroic but she needs a nutritious diet."

"Oh come on, one bowl won't kill her!"

"And how do you know that, are you a trained medical professional?"

Kay decided to intervene at this point. "Alright, alright you two. Either way this arguing isn't helping anyone. Let's give her some time to rest."

Lopez sighed in defeat. "I suppose your right. Later kid." As Lopez left, she tapped the bowl of ice cream and winked. Elle almost couldn't suppress her smile. Lopez would secretly deliver the frozen treat later when no one else was around.

Scar handed her the bowl of healthy goo. "Get rest Cultellulus."

 _OoOoOoOoOoOoOoOoOoOoOoOoOoOoOoOo_

 **Three Weeks Later**  
 **Laurel's Pov**

Laurel sat up in her infirmity bed drinking down another bowl of green goo. Her wounds were healing rapidly thanks to the combined efforts of Zeeltor's doctoring and alien medicine. Though she did need a few wounds re-stitched after the funeral and memorial service. Zed had said that she should stay in the lab and rest but she convinced him to let her go, albeit under the watchful eyes of Kay and X.

The memorial was even more depressing than she'd thought it would be, she almost broke out in tears on multiple occasions but managed to keep herself together.

The Federation had paid for the entire service, Kimbli felt that if the Federation had been ready for such an attack (as they should have been) there would have been a lot less bloodshed. The Roman Colosseum had been rented, it was one of the few places that could hold all the attendees without having serious security risks. It was quite the turnout. All the races involved in the war attended, the New Covenant, UNSC, Yuatja, Jee'Dangian and MIB were all present.  
Even the weather was depressing. Dark gloomy clouds without a trace of sunlight and rather chilly temperature. The sky itself seemed to mourn for the fallen for it rained nonstop the entire day.

Laurel sat in a wheelchair as X held an umbrella over them both. A large monolith of pure jet stone was commemorated, the names of those who gave their lives in battle were carved into the stone with a delicate hand, and intricate rose vines laced the edge giving the memorial a beautiful yet anguished feeling.  
Mahogany coffins had been made for the bodies that were recovered. The most beautiful was Thel's. It was the size of a minivan, the polished white marble seemed to glow in the gloom. The rims and handles were plated gold, the sides were carved perfectly into amazing images of the great Sangheili leading his troops into battle, the slaying of great enemies or just the figure in magnificent possess and an energy sword was carved into the lid.

A great bonfire was lit and burned through the rain refusing to be quenched. Flags from every species were burned in honor of the Great War.  
When it came time to put the dead to rest Kimbli, Zed, Rtas'Vadum, Rase'Karepta and Lopez went up in front of the podium. One at a time they began to speak and everyone snapped to attention.

Laurel strained her muscles and gripped tightly onto the chair as she tried to stand. X made to stop her, but she gave him a long hard stare and he understood. She had to do this, for the others and for herself. Cringing as her stitches stretched and pulled against her she stood at attention.

Lastly it was Lopez's turn to speak. For a long moment she looked out onto the crowd with hard eyes, eyes that had seen more death and loss than most ever would in their lifetime. Finally she spoke.

"Why? Why are the innocent punished? Why the sacrifice? Why the pain? There aren't any promises. Nothing certain. Only that some get called," She looked at Thel's coffin. "Some get saved." She looked to Laurel. "They won't ever know the hardship and grief for those of us left behind. We commit these bodies to the silence with a glad heart. For within each seed, there is a promise of a flower, and within each death, no matter how small, there's always a new life. A new beginning and with that a hope for a future, for a brighter tomorrow. Amen."

After she finished people began placing white roses and other mementos on the caskets of friends and loved ones. Elle took slow shaky steps and placed a white rose upon Thel'Vadam's coffin. She couldn't tell if it was seeing Thel's coffin that made her tear up or if it was the blood dripping down her side. Either way she couldn't stand there in the rain any longer and she limped back to her wheelchair, practically collapsing into it.  
Zeeltor later chewed her out for re-opening her stitches, then yelled at X for allowing her to do so.

It was that day that the Yuatja and the New Covenant left for their own worlds, taking their fallen with them. Laurel had decided to give the head of the red Matriarch to Scar's clan, to which they accepted gratefully. Rase'Karepta had given her an elder's Combi-Staff and a suit of an Elite elder's armor. Scar had gripped her forearms in the Yuatja tradition of saying farewell to your brother/sister and wished her well soon and many great hunts. The elites and young bloods had given her the same farewell, calling her 'Dada wa kuwinda kubwa' which translated to 'sister of the great hunt'.

The body of the Matriarch was given to the Sangheili so it could be ceremoniously burned on their home world as a traditional sign of vengeance.  
When it came time for them to go, she'd asked what they would do without Thel'Vadam. She was pleasantly surprised to find out that Rtas'Vadum would become the next Arbiter as Thel' had wished it. She knew he'd be a great and wise leader.  
Before they left Rtas' performed a coming of age ceremony which permanently marked her as a son/daughter of Sangheilios. She was christened with a new energy sword and new name, Suifuto'Noken (Swift Sword).

The UNSC and Federation left two days later when they were sure MIB had everything under control.  
Lopez had come to say a personal goodbye.  
Laurel was sitting on the edge of her bed, she'd been allowed to move from Zeeltor's lab to the infirmary, but had been called up to the lab for a checkup every few days.

"When you're all healed you should think about joining the cause. Could use a soldier like you." Lopez said eyeing the three foot Xeno tail blade that had been removed from Elle's shoulder.

Elle shook her head. "Thanks, but I think I get enough excitement here."

Lopez smirked. "I can see that. Well then watcha' gonna' do with this here?" She tested the blades weight, turning it in her hands.

Laurel new what she was fishing for and smirked. "Take it if you want. You can use it to scare new recruits."

"Don't think I won't" She snorted.

Kimbli and X entered.  
"There you are General, the shuttle is almost ready to leave."

Lopez rolled her eyes. "Don't get your ears in a knot, I'm just saying one last goodbye to the kid." She said flashing her new toy at him.

Kimlbi was un-phased. Over the past few weeks he'd gotten accustomed to her bravado and knew only a little less than half was for show.

"And how are you feeling today agent Elle?" He asked politely.

"Better than I was a few weeks ago sir."

Kimbli nodded understandably. "Glad to hear it. Now I believe it is appropriate to say my goodbyes." He shook her hand. "Thank you agent Elle."

"For what?" She asked confused.

"Well first and foremost everything you've done for the Federation and the Universe, and for opening my eyes." He smiled warmly.

"Sir I didn't do anything you haven't done yourself."

Lopez laughed. "Yeah except save the universe and fight a giant monster!"

Now it was Kimbli's turn to roll his eyes. "That reminds me." He pulled out his borrowed Magnum and made to hand it back to its original owner.

Lopez shook her head. "Keep it. Word is you're a pretty good shot."

He smiled and re-pocketed the gun, this being the first time she'd actually complemented him or shown any kind of real respect.

" 'Sides you're gonna' need it to fight off those bugs the next time they come for your candy ass." And just like that the respect and Kimbli's smile was gone.

X had to bite his lip to keep from laughing.

Kimbli was about to rebuke when Lopez saw the clock on the wall.  
"Shit, that ships gonna' leave without us. Later kid, come on 'Ears." She grabbed the collar of Kimbli's robes and practically dragged him out.

Finally X and Laurel could let out their laughter, she had to stop herself because it still hurt when she did.  
X wiped a tear from his eye. "Call me crazy but I think he's actually grown a bit fond of her."

Elle nodded. "I think she's fond of him too."

They stayed silent for a while.

X turned to face her, it looked like he was going to say something important by the serious look on his face when Zeeltor entered.  
"Agent X you were just here an hour ago." He said sternly.

"I'm just checking in on Elle." He said defensively.

"Well if you really want agent Elle to get better than you need to let her rest. She still has a lot of recovering to go."

X grumbled in defeat. "Later Elle." He said and left.

She couldn't help but ponder over what X was about to say. It seemed like it would have been very important. But all the excitement of the last few weeks had finally caught up to her. She laid her head down and finally allowed herself to succumb to sleep's embrace.


	27. Chapter 27

"Hey, the party's inside." X said as he joined his partner on the balcony.

It was New Year's Eve and MIB was celebrating not only the new year but also the fall of the Hoon'tak empire which had now been officially crushed. And though everyone was celebrating and having a good time drinking themselves into a stupor, Laurel had gone out to the balcony for some fresh air.  
She was wearing a beautiful red v-neck tiered long formal gown, her hair was pulled up and tied around two crimson hair sticks with metal dragons on the end. A pair of elegant white lace gloves went up to her elbows, and a black pair of heals with gold flower stitching gave her a couple extra inches. All in all she looked absolutely stunning and had received dozens of complements on how well she looked.  
Her wounds had almost completely healed and Zeeltor and Zed had finally allowed her out of the infirmary but had warned her not to do anything crazy.

The party itself was being held in a large office building which MIB had rented for the night.  
It was a cold December night, not that she noticed as snow fell from the clouded night sky. Lost in thought with a gloomy expression on her face, she gently ran her fingers across the crimson beads of her rosary necklace she kept wrapped around her arm, remembering those she'd lost along the way. Extra beads had been added for those who'd died in the Great War.

"You in there Elle?" X called again.

"Huh?" She looked up to realize she wasn't alone anymore.

"Not about to die again are you?" He said with a smirk.

She shook her head and looked back at her rosary.

X was getting worried about her, this wasn't her usually self. He had to change her mood. Glancing back inside at the festivities he got an idea. "Humans throw parties for everything." He scoffed.

Laurel shrugged leaning against the cold railing, fingering the necklace. "A lot has happened and many important things happen in December too."  
X shut the sliding door and joined her by the railing.

They stared down at the street, which was several stories below and glowing brightly with electric lights and candles. A crowd of people, so many that they blended into one lively mass of molecules from the balcony, had been standing down there for hours.

X searched for something to say to fill the void of silence. "So this 'New Years' thing is a big deal here?"

She nodded. "New Year's Eve is one of the biggest nights on Earth and the biggest in New York City." She explained. "Midnight is only twenty minutes away and then you'll see why everyone is so excited."

"Jay already filled me in. Apparently, to prove you can count, everyone shouts out numbers in reverse order from ten to one as a large glowing ball slides down a stick, which ignites explosives and causes everyone to act psychotic for the rest of the night. And why? Because another year come and gone. Humans. Are. Lunatics."

Elle stopped fiddling with the necklace, her mood turned as cold as the snow that fell around them. "You just have to criticize everything don't you? You can't just let something be." She narrowed her eyes and pursed her lips and shifted her weight to one leg.

"Uh-oh the patented look of irritation." X mused with a smug smile. Just as he'd planned.

"I'm going back inside." She huffed, swirls of breath curling through the air. She turned to the sliding glass door and reached for the handle. She tugged at the handle but it didn't budge. She tugged again but it still held fast.

"Having trouble?" X asked cynically. "I thought the concept of opening a door was a relatively simple one, but I guess-"

"It's stuck."

"Locked or frozen shut?"

"I don't know." Elle replied shortly, still angry.

"Pull harder."

"I'm trying."

X shook his head. He cracked his knuckles and reached for the door. "All it takes is one good heave." He said with his usual cockiness and pulled back with a force that should have broken the handle off. He stared down at the hilt, giving it a few meaningless shakes, and turned back to Elle.  
"It won't open." Not as he planned.

She closed her eyes and sighed. "I can see that X, thank you for shedding light on the obvious."

X returned his attention to the glass and pounded his fists on it loudly. A couple of agents looked back, hardly interested, and went back to their conversations. A large crowd had gathered around Zed and they managed to tune out the noise that X was causing.  
He glanced at Elle and frowned. "With ears so painfully minuscule it's no wonder they can't hear us." he said.

Elle shivered slightly and peered in at the party. She could see her coat hanging over the back of her chair. She hadn't expected to be outside for very long or she would have brought it with her. Always expect the unexpected.

Minutes passed and still no one had come to their rescue. Laurel and X had fallen back into an awkward silence. She went back to the railing and once again began fiddle with her rosary.  
X settled for standing by the door trying to get someone's attention.

Taking a rest from his relentless shouting and pounding at the door he heard a faint chattering noise. He looked over to Elle and noticed she was gently shaking and trying to stop herself. X shrugged off his dinner jacket and wrapped it around her shoulders.

She stared at him, confused. "It's under twenty degrees. Why aren't you cold?" She asked. The coat was vastly oversize but did offer the warmth she needed.

X pulled at the stretchy, tan skin of his neck. "Winter season model." He explained. "This human suit comes with extra insulation. That, combined with my natural salubrity, comes in quite handy for our present situation."

"Lucky you."

"Lucky me."

Elle glanced once more at the MIB party scene before leaning over the balcony again. She could see several large film screens being set up on the street. They would be broadcasting images of New York City, letting celebrators on the street below see what participants on other blocks were doing. Elle smiled thinly. If they couldn't be part of the company gala at least they could watch the city's turnout. The fireworks would be in perfect view from this perch.

"This happens every three hundred and sixty-five days, right?" X asked.

"Yeah. Well, three hundred and sixty-six when Leap Year shows its face."

"Leap Year," He jeered. "You people can't even calculate time into even increments! If this happens so often what's the appeal? I mean if you've seen it once, you've seen it a hundred times."

"Bringing in the New Year is like... a form of renewal." she said, trying to make the essence of the holiday more understandable. "Starting over. Erasing past mistakes."

"You can't erase the past."

"True, but you can plan for the future. Make sure you don't repeat the past."

"You can't do that every day?"

Elle groaned in irritation. "You're not getting it. It's a tradition. You write down all of the things you did wrong or didn't do that should have been done in the last year and all of the things that you still want to do. And then you make an oath to complete all of the things on the list by next New Year's Eve."

"You do that?"

"Yeah. Everybody does it. I just finished my final draft this morning."

"And you cross off every line of the list?"

"Well no one gets them all, but most of them."

"Then what's the point of promising to do something when you know you won't actually get around to it? It's hypocritical and a waste of time." X said, crossing his arms and giving her a challenging stare.

Elle stared back, equally steady but clearly tired with the argument. She pulled the thin jacket closer to her skin and looked to the other end of the small balcony, fiddling with her necklace.

X watched the other agents, warm and happy indoors, talking and laughing together. Even Kay seemed to be having a good time, a thin smile etched in his stony features and a glass of some spirited drink in his hand. Laurel stared at her necklace, defiantly avoiding any and all eye contact with her partner.  
Growing anxious, X shifted uncomfortably in his place at the railing and sighed. He slid away from the banister and walked toward the glass, leaning against it to peer in at the party scene.  
"I find it surprising that nobody's come out here yet. They just stand there and wave." He said with a smirk. "Makes me feel so wanted."

"It's only been ten minutes. I'm sure someone will come out to get us when the countdown starts." Elle said, still studying the beads.

"Don't bet on it. They're all looking a bit tipsy if you ask me. Have you ever seen Zed soused?" He asked her.

She tried to hide a grin and nodded. "Once on Saint Patrick's day."

"Saint who?"

"Never mind."

"Well I don't think they have because they're all taking advantage of the moment. I doubt our missing the countdown is really weighing heavily on their minds."

"Well, thanks to you I couldn't care less about New Year's. The only thing I'm concerned with right now is finding a heater." She said, a growl tingeing her voice.

X grinned back at her. "I'd give you my shirt, too, but that might look a little weird to the drunks. They could leave us out here all night thinking we're having a good ol' time."

Elle's face reddened at the words but he wasn't sure if she was glowing or glowering.

He decided to change the subject. "So what did you include on that list?"

She glanced up sharply, weary of his questions. "That's private."

"Really? If it's so private why'd you tell me about it in the first place?"

She put her hands on her hips and shot him a sullen expression. "I was going to share them with you- and then you made the entire idea sound childish."

"It is childish. But we don't have anything else to do. What's the first one?"

"I'm not telling you. You'll only say something to make me angrier."

"I'll tell you one of mine."

She eyed him skeptically. "Yeah, right. After discounting the entire foundation of New Year's, you suddenly have a couple of resolutions to make."

"I've come up with a few since we've been standing here. Come on, you first."

Still not feeling completely at ease, she sighed and pulled a folded piece of paper from her purse. Moonlight illuminated the list, making every line visible from the back of the paper.

X glanced at it and laughed. "You brought your purse but not a coat? And I can't believe you thought of that many things to write down. I bet there's over a hundred there." he said.

"A lady never goes anywhere without her purse. Do you want to hear it or not?"

"Yeah, fine."

She avoided his gaze as she read the first line. "I will not fight with my partner over pointless addendums and trivial information." Expecting to hear a noisy response, but receiving none, she looked up.

He smiled back at her, a satisfied look gracing his features. "Now see how useful these lists are?" He asked sarcastically. "I think we've already killed number one with all of our arguing out here."

"Not midnight, yet." Elle said, tapping her watch. "I can yell at you as much as I want for ... twelve minutes. Give or take a couple seconds." She smiled. "Now it's your turn."

X pulled at his tie, loosening it a bit, and looked out over the sparkling city. "Okay. My first resolution. I will not find myself stranded on a balcony next December thirty-first with a seriously disturbed agent-"

"I think you're missing the point-"

"Instead, I hope that by then she will be mentally stable and that we can get along well enough not to cause a scene at the New Year's Eve party." Without waiting for a response, he pressed on. "What's the next one?"

Laurel looked back down at her list and laughed. "I will improve my Yuatja hunting skills and train harder until I can get a better score in the training facility."

X snickered slyly. "You kidding, does that thing even go any higher? Resolution number two... While she is pretending to train, I will taunt my partner with all of the revoltingly sweet deserts she'll crave as she gnaws forlornly on glowing goo."

"I'm not reading any more of my personal goals. They make overly tempting targets." She said. "Can I borrow your pen?" She scratched a few lines off the sheet and turned the paper over. She began writing a new list, using the window's smooth surface.

"We're at number three." X reminded her.

She shook her head. "You go first this time."

"Okay... Number three... I won't step on Orion anymore. Well, at least, not as much. Not on purpose."

"He'll be thrilled." She said blandly, still writing on the paper. She turned it over after a moment and read the fourth line quickly. "'I will learn the basics of the Jee'Dangian language.'"

"What? Why, so you can insult me in my own tongue?" He said, an artificially expressive brow raised high.

"No, I think I do a fine job of insulting you in English. Why change what works so well?" She smirked at him pleasantly. "You speak my language, why shouldn't I speak yours?"

"Like you said, why change something that already works so well? But, if you're serious, I guess I could give you a few lessons... here and there."

"Uh-huh. And how do I know your Jee'Dangian grammar is up to par?" Elle smirked.

"You don't. Consider this the first of many risks you'll be taking in the upcoming year."

"Your turn again."

X squinted his eyes, mulling over several items. "Considering how naturally squeamish you humans tend to be, I'll try to keep my driving speed a little lower. You know, for the sake of the upholstery."

"It's not just the speed. On Earth we have these things called 'lanes'. You're supposed to stay within them."

"You have no sense of adventure."

"Not after all we've just been through. Four. I will make Zed stop trying to convince me to take a two-week vacation to the Philippines."

X's eyes widened "Why not, sounds like a sweet deal. I only got one week of vacation this year."

She shrugged. "I don't have time to relax, there's too much to do around here nowadays. When there's not an assignment there reports and paperwork that needs to be filled out and filed."

"You must be the craziest agent in this universe. You might want to scratch that one off your list anyways, I've never been able to change his mind."

"I convinced him to give me field agent status, didn't I?" Laurel smiled.

"Yeah, and it only took three years! And haven't you just been enjoying every minute of it?" He asked, his voice heavy with sarcasm.  
Laurel rolled her eyes.

X continued. "If you really want a break from Zed's nagging we should go back to my planet. There's always something big going down. We could get Zed to let us go there on an investigation."

"I thought the point of a vacation is to get away from work."

"See, we leave all the actual work to the local law enforcement. Step in every now and then to appear busy. The rest of the time we spend doing whatever there is to do. Maybe you could even learn some tradition Jee'Dangian martial arts"

She seemed interested in that part. "Sounds nice. But I don't want to spend half a month listening to an entire population insult my species."

X almost burst out laughing. "You kidding me after what went down on 'Genesis'. The whole universe is buzzing about you and Kay! There's a whole new found respect for humans."

"Well, I'll think about." Elle said, mirroring her partner's earlier cynicism. She shivered again drawing the coat as close to her as she could.

X noticed this and came up next to her. He put his on the other side of the railing he wasn't occupying. His arm went around her, not exactly enveloping her but enough to keep her warm.

She didn't pull away, instead looking back at the rosary still in her hand.

"Number five, right? I can't think of any more. I'm already so close to perfection." He told her. "How did you come up with an entire list?"  
"I don't know. I guess-"

She was cut off abruptly as X leapt at the door, banging a fist against it.  
"Let us in!"

Jay was standing not two feet away on the other side of the glass. He smiled and raised his glass to them. "Happy New Year!" He shouted, more bubbly than his drink.

Elle sighed.

"LET! US! IN!" X yelled again.

"Not by the hair of my chinny-chin-chin!" J answered back, hiccupping on the last few words.

"What?! What is he talking about?" X sputtered. "I've got my fifth resolution. When we get back inside I'm going to kill Agent J." He looked back and mentally cursed himself. Elle was once again looking depressed with a distant look in her eyes as she fiddled with the rosary. He'd about had enough of this.  
"Why do you keep fiddling with that thing?" He finally asked her.

A look of pain replaced her once distant vision. "It's...important to me." She sadly.

X was confused. "Why, someone important give it to you?"

She shook her head. "Yes and no."

"Then why?" He said getting irritated.

"It helps me remember...those I've lost."

X finally understood. "Oh." He said softly feeling like a complete idiot. "So...every bead represents..." He trailed off leaving the question open.

She nodded solemnly.

He looked at the rosary it was at least three feet long and each bead was only about a centimeter in diameter. There had to be around a hundred and twenty beads. Every one represented someone she'd lost.  
X didn't know how she could do it, lose so many people in her life and continue on as such a strong person. That was the moment when he realized she was so much stronger than he, or anyone for that matter, had ever guessed. He remembered when his best friend from childhood had died in a vehicle accident. The crippling pain that stabbed at his insides and left him feeling so empty. And she had gone through that so many times over and over again. He was shocked that all that pain hadn't left her an empty shell, like Kay. No one would say it aloud but Kay was practically hallow on the inside from the years of service. Maybe that was because he had no one to share his pain with, which left him without an outlet. She had always showed kindness and empathy to everyone who deserved it, how did she have so much to give after the universe took so much from her. X noticed that some of the beads were brighter than others.

"Are those ones new?"

She nodded, tightening her grip on the beads as a lone tear ran down her face.

Before X new it he was beside her a hand on her shoulder.

She was stiff and he could tell she was fighting back a sob as she stared at bead in particular. Thel's, of course, X thought.  
"Do you always carry that with you?" He asked trying to get her mind off their fallen friends.

She nodded again.

"Why?"

"I have to. To remember for those who can't." She said almost in a whisper.

"Where did you first get it?" He mentally cursed himself again. Why bring that up?

The edges of her mouth curving upward into a sad smile. "Lopez gave it to me a little after I joined MIB. After... the 'Mona Lisa' and when I met Rtas'Vadum. She had carried around her upper arm under her armor. When we were on our way back to Earth she took it out and wrapped it around my wrist. She said to me 'Remember what happened here kid. Remember for those who can't, and tell everybody who'll listen for me.' I asked her why she couldn't tell anyone herself. 'Cause I'm not paid to talk.'"

Even though the story was rather morbid it made X happy to see a faint trace of a smirk. "So I guess she taught you some things when you faced the Flood. What exactly is the Flood anyways?" X cursed himself yet again as she paled and fear crossed her vision. "Forget I asked, it was a stupid question." He said quickly.

She went back to fiddling with her rosary. It caused her so much pain yet it was the only thing she had to remember those she had lost. And she stood alone. It was like- like facing that red matriarch all over again, except he couldn't see her wounds this time.

X remembered waking to the sound of that monster as it nearly ripped Elle to ribbons. He grimaced remembering how she looked when they found her, lying in a pool of her own blood, barley conscious and bleeding from everywhere at once, she'd felt like ice when he'd taken her hand. He'd never felt so helpless before as she lied there dying before him. Actually she did die technically, and in those few minutes he'd felt so many things, anger, sadness, confusion, fear, shame, disgust in himself, indignation and pain. And now she was facing another type of monster, but this one she wouldn't face alone.  
"Why don't you let me hang on to it for a while?"

She looked surprised and confused, clinging to the beads defensively.

"It's such a burden...to have to carry around all those memories, all that sadness all the time. You shouldn't have to do it all alone."

"I didn't ask for your help." She wasn't trying to sound mean, just trying to make sense of things.

"I know. You have too much pride to ask for it. But you're my partner and whether you like it or not I'm going to be there for you, even when you don't want me there. Especially when you don't want me there." He took hold of the rosary, but she held on.

Laurel stared him straight in the eye with a serious expression. "Don't take it unless you mean it."

He stared back into her eyes. "I mean it Laurel." He said not backing down.

She seemed mildly surprised he used her real name and finally let go.

X took the rosary and wrapped around his wrist, testing it to make sure it wouldn't fall off. They stared back into the street X putting his arm back around her.

She gently leaned into him.

"How about tomorrow we get a coffee or something.

"Sure, I'd like that." She said gently. There were worse ways to start a new year after all.


End file.
